Common use of Renewal Option Clause in Contracts

Renewal Option. Landlord hereby grants to Tenant two (2), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants to Tenant two an option (2), the "Option") to extend the term of this Lease for one (1) additional period of five (5) year options to extend this Lease years (each a “the "Renewal Term”)") under the terms set forth below. Tenant shall not be entitled to exercise the Option unless each of the following conditions shall be fully satisfied at the time of its exercise: (i) the Lease shall be in full force and effect; (ii) the Tenant originally named in this Lease, or its permitted assignees, shall be in possession of the entire Premises; and (iii) Tenant shall not then be in default under any of the material terms, provisions, covenants or conditions of the Lease beyond any applicable notice and cure periods. In order to exercise the Option, Tenant must exercise each option first give written request to extend Landlord, not later less than twelve (12) months prior to the expiration Expiration Date of the initial term or extended term hereof by notice in writing to Initial Lease Term for delivery of Landlord's determination of Market Rent, as defined below. All terms and provisions of this Lease Base Rent for each Renewal Term shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements equal to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord Market Rent, as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedurethis section ("Market Rent"). Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date following its receipt of Tenant’s renewal election notice's request, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide advise Tenant with its calculation of RSF Market Rent for each year of the Premises and Building respective Renewal Term. Market Rent (including escalations for the entire Renewal Term on or before the expiration successive years of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term)) shall be determined by Landlord in its reasonable judgment. Landlord's determination of the Market Rent shall be based, as Landlord reasonably deems appropriate, upon then current and projected rents for space in the Building, adjusted for any special conditions applicable to such space and leases, for location, length of term, amount of space and other factors Landlord deems relevant in computing rents for space in the Building, including adjustments for anticipated inflation. Tenant may exercise its option by notifying Landlord, within 30 days from the date on which Tenant was first advised by Landlord of its determination of Market Rent, that Tenant has elected to exercise the Option at the Market Rent determined by Landlord or proceed as provided below. If Tenant reasonably determines that such new measurement is in excess exercises the Option as provided, the Expiration Date of the actual RSF, it Lease shall have thirty (30) days after its receipt be extended for the length of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements Base Rent shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.be adjusted to

Renewal Option. Landlord hereby grants to (a) Provided that all the following have not occurred at the time of Tenant’s exercise of the Renewal Option: (1) Tenant two is not in default of any of the terms, covenants and conditions hereof beyond any applicable notice and/or cure periods, (2)) Tenant’s right to possession of the Premises has not been terminated, five and (53) year options Tenant has not assigned any of its interest in this Lease or sublet any portion of the Premises, other than in connection with a Permitted Transfer, then Tenant shall have the right and option to extend this the Lease Term (each a the “Renewal Option”) for one (1) further sixty (60) month period (hereinafter the “Renewal Term”). Such extension of the Lease Term shall be on the same terms, covenants and conditions as provided for in the Lease Term, except as set forth in this Section, and, except that the Base Rent during the Renewal Term shall be at fair market base rent then in effect on equivalent properties, of equivalent size, in equivalent areas, with the length of the Renewal Term and the credit standing of Tenant must to be taken into account and otherwise based on the factors listed below, (the “Fair Market Base Rent”). Tenant shall deliver written notice to Landlord of Tenant’s intent to exercise each option to extend the Renewal Option granted herein (the “Renewal Request Notice”) not later more than twelve (12) months nor less than nine (9) months prior to the expiration of the initial term or extended term hereof by notice Lease Term of this Lease. If Landlord and Tenant mutually agree, using their respective good faith efforts, in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on upon the date such extension shall begin. For purposes hereof, base rent for the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing Term within thirty (30) business days after service written exercise by Tenant of this Renewal Option, Landlord shall lease the Premises to Tenant during the Renewal Term in their then-current, “AS IS, WHERE IS” with all faults condition, and Landlord shall not provide to Tenant any allowances (e.g. moving allowance, construction allowance, and the like) or other tenant inducements, except to the extent determined appropriate in connection with the determination of the Fair Market Base Rent. Tenant shall have no further renewal options unless expressly granted by Landlord in writing. Fair Market Base Rent will take into account all relevant factors, including, without limitation: (1) the location, quality, size, condition, and age of the Building and the level of LEED® certification of the Building then in effect; (2) the use, location, size, and/or floor levels of the space in question, including view, elevator, lobby exposure, etc.; (3) definition of “rentable” area; (4) the extent of leasehold improvements in the space in question or to be provided (other than any improvements already installed in the Premises), and/or any allowance for same; (5) abatements (including base rental, operating expenses and real estate taxes, and parking charges); (6) the parking rates set forth in Landlord’s rent proposal, the parking rates charged for comparable parking for tenants in comparable buildings and inclusion and/or exclusion of parking charges in rental; (7) lease takeovers and assumptions; (8) programming/space planning/interior architecture and engineering allowances; (9) relocation allowances; (10) tenant improvement allowances or refurbishment allowances, including those set forth in Landlord’s rent proposal; (11) distinction between “gross” and “net” leases; (12) base year or dollar amounts for escalation purposes (both ad valorem/real estate taxes and other operating expenses); (13) any other adjustments (including, for example, indices) to base rental; (14) credit standing and financial stature of Tenant (or the applicable transferee pursuant to a Permitted Transfer) and any applicable tenants; (15) term or length of lease; (16) the time the particular rental rate under consideration was agreed upon or is to become effective and the period of time from the date such rate is determined to the date it will be effective; (17) the extent of services provided or to be provided; (18) inclusions and exclusions for operating expenses; (19) the total amount of space in the Building leased to Tenant; (20) presence, absence or amount of leasing commissions to the extent applicable; and (21) any other concession or inducement and/or relevant terms or conditions that a reasonable and knowledgeable real estate professional would include in making such fair value rental rate determination. The determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act Base Rent will not take into account any transaction that is not a typical market-driven transaction, such as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, sale-leaseback or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Valuefinancing type lease transaction. (b) In the event that two appraisers are chosen pursuant Tenant fails to paragraph (a) deliver the Renewal Request Notice within the time period set forth above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required time being of the first two appraisers. The three appraisers essence with respect to Tenant’s exercise thereof, Tenant’s right to extend the Lease Term hereof shall decide the disputeautomatically terminate, if it has not previously been resolvedbe null and void, by following the procedure set forth below: Where the issue cannot and be resolved by agreement of the two appraisers selected by Landlord no further force and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraisereffect. In the event that Landlord and Tenant exercises its option fail to mutually agree, using their respective good faith efforts, in writing upon the Fair Market Base Rent for the first Renewal Term, Landlord shall have the right, Term within thirty (30) days after the date timely written exercise by Tenant of this Renewal Option (“Negotiation Deadline”), Tenant’s renewal election noticeright hereunder to extend the Lease Term shall automatically terminate (subject to subparagraph (c) below), be null and void, and be of no further force and effect. (c) If Tenant desires to have continue with the Premises and the Building remeasured by extension, Tenant must deliver notice to Landlord of its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term desire to pursue “baseball arbitration” on or before the Negotiation Deadline. No later than five (5) business days thereafter, Landlord and Tenant shall meet in an effort to negotiate, in good faith, the Fair Market Base Rent applicable to the Premises. If Landlord and Tenant have not agreed upon the Fair Market Base Rent applicable to the Premises within five (5) business days after meeting, then Landlord and Tenant shall each appoint a broker not later than forty-five (45) days following Landlord’s delivery of the rate notice. If Landlord’s broker and Tenant’s broker have failed to agree upon the Fair Market Base Rent within sixty (60) days following delivery of the Negotiation Deadline, the two appointed brokers shall appoint a third broker (within five (5) business days following the expiration of such thirty said sixty (3060) day period period), and the Fair Market Base Rent shall be the arithmetic average of two (failing which2) of the three (3) determinations which are the closest in amount, and the existing RSF for the Premises and Building third determination shall remain in place for the Renewal Term)be disregarded. If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if either Landlord or Tenant fails to give such noticeappoint a broker within the prescribed time period, the new measurements failing party shall govern pay to the other party as liquidated damages $100.00 per day for each day following the Renewal Term)deadline that such party fails to appoint a broker, not to exceed $500.00. To If the extent that two (2) appointed brokers fail to agree upon a third (3rd) broker, then the parties shall have the local office of the American Arbitration Association (or alternative method agreed by the parties) appoint the third (3rd) broker and the parties shall share equally in the cost of such arbitration. Each party shall bear the costs of its own broker, and the parties shall share equally the cost of the third broker, if applicable. Each broker shall have at least ten (10) years’ experience in the leasing of similar commercial buildings in the submarket in which the Building is located and shall be a licensed real estate broker and has not represented Tenant exercises a Renewal Term, or Landlord during the definition of Term in this Lease shall include such Renewal Termprevious five (5) year period.

Renewal Option. (a) Tenant shall, upon giving Landlord hereby grants to Tenant two (2), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than at least twelve (12) months prior to written notice but no more than fifteen (15) months from the expiration initial Expiration Date of the initial Lease (“Exercise Notice”), have the option to renew this Lease for an additional term or extended term hereof by notice in writing to Landlord. All of five (5) years (“Renewal Term”) upon all the same terms and provisions conditions of this Lease shall be applicable to each extended term the Lease, except for (i) the annual Base Rent Rent, which shall be ninety-five percent (95%) of fair market value (determined in accordance with the then “FMV” or “Prevailing Fair Market Value”Rental Rate” being charged in the Building and other comparable quality office buildings in the Princeton, New Jersey office market for: (i) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in size, quality and condition; (ii) comparable term of lease; and (iii) comparable Building services, amenities and location, and (ii) the Base Year shall be adjusted to the calendar year in which occurs the commencement date of the Renewal Term (which shall be taken into account in determining the Prevailing Fair Market Rental Rate), and take into account all other relevant factors. (b) Within fifteen (15) days after receipt of Tenant’s Exercise Notice, Landlord shall send written notice to Tenant of the Prevailing Fair Market Rental Rate for the Renewal Term. In the event Landlord and Tenant cannot agree upon the annual Base Rent for the Renewal Term within thirty (30) days of Landlord’s notice, then within fifteen (15) days thereafter, each party shall select a comparable building located qualified commercial real estate appraiser with at least five (5) years’ experience in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered appraising office properties in the Princeton, New Jersey office market at and surrounding areas. The two appraisers shall give their opinion of Prevailing Fair Market Rental Rates within twenty (20) days after their retention. If the time and upon all opinions of the other two appraisers differ by three (3%) percent or less, then the average of the two appraisers shall be used as the Prevailing Fair Market Rental Rate. In the event the opinions of the two appraisers differ by more than three (3%) percent, and after good faith efforts over the succeeding ten (10) day period the parties cannot mutually agree on the Base Rent for the Renewal Term, then the appraisers shall immediately and jointly appoint a third ​ ​ appraiser with the qualifications specified above. This third appraiser shall, within five (5) business terms days, choose either the determination of Landlord’s appraiser or Tenant’s appraiser and such choice of this third appraiser shall be final and binding on Landlord and Tenant. Each party shall pay its own costs for its real estate appraiser and shall equally share the costs of any third appraiser. As soon as Landlord and Tenant have agreed to the Base Rent for the Renewal Term, the parties shall execute an amendment to the Lease assuming confirming the extension of the Term and the adjusted Base Rent. (c) Tenant’s option to renew shall be conditioned upon and subject to each of the following: (i) Tenant’s timely exercise of this option by providing Landlord its Exercise Notice within the landlord and tenant are well informed and well advised and each is acting time frame described in what it considers to be its own best interestsparagraph (a) above; (ii) Tenant shall not be in default under the rental value shall reflect terms and conditions of this Lease beyond the condition of applicable grace period for the Premises and all residual value of any improvements to cure thereof at the Premises; andtime Tenant exercises its option; (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty Intentionally omitted; (60iv) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have no further renewal options other than the right option to submit extend for the dispute to the appraisal process hereinafter Renewal Term set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal forth in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed ; and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (cv) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have no obligation to do any work with respect to the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermDemised Premises.

Renewal Option. Landlord hereby grants a. Tenant shall have one (1) personal and non-transferable option to Tenant two (2), renew the term of the Lease for a period of five (5) year options to extend this Lease (each a “Renewal Term”)years. The renewal term shall begin June 15, 2012. Tenant must shall have the right to exercise each the renewal option to extend conferred herein by giving Landlord notice at least one hundred eighty (180) days, but not later more than twelve two hundred seventy (12270) months days, prior to the expiration of the initial Extension Period; provided that, at the time of exercise and as of the commencement of the renewal term or extended term hereof by notice in writing to Landlord. All terms (i) no default has occurred; and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%ii) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” Tenant has not sublet any portion of the Premises or assigned all or any portion of the Lease. b. The renewal option shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect subject to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming and conditions contained in the following: (i) Lease, except that rent during each renewal term shall be Market Rent. “Market Rent” shall be the landlord and tenant are well informed and well advised and each is acting anticipated rate in what it considers to be its own best interests; (ii) effect for the rental value shall reflect the condition Premises as of the Premises commencement of the renewal term, together with any market rate increases during the renewal term, based upon the rents generally in effect for new leases of space in the area in which the building is located of equivalent quality, size, utility and all residual value location, and taking into account the length of any improvements to the Premises; and (iii) renewal term and the transaction takes into consideration credit standing of Tenant. In no event shall the Additional Market Rent to be paid by less than the Tenant and all applicable brokerage commissionsrent in effect for the immediately preceding term. Landlord shall lease the Premises to Tenant in their then-current condition, and Landlord shall not provide to Tenant with its determination any allowances (e.g., moving allowance, construction allowance, free rent or the like) or other tenant inducements, except Landlord shall provide a refurbishment allowance of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term$5.00 per rentable square foot. In the event that Tenant disputes shall exercise an option to renew the amount claimed by Landlord as Fair Lease, then the Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process Rent shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal agreed upon in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address a meeting of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with parties hereto held at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute ninety (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (2090) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies prior to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term)Extension Period. If Tenant reasonably determines the parties are able to agree on an amount of rent that is mutually satisfactory, then such new measurement is agreements shall be placed in excess writing and shall be signed by the parties hereto and shall thereupon become a part of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermLease.

Renewal Option. Notwithstanding anything to the contrary set forth in the Lease, Tenant shall have one (1) option to extend the Term (the “Renewal Option”) on the following terms and conditions: (a) Provided that as of the date of the receipt of the Renewal Notice (as hereinafter defined) by Landlord hereby grants to Tenant two and the Renewal Commencement Date (2as hereinafter defined), five (5i) year options Tenant is the tenant originally named herein, (ii) Tenant actually occupies all of the Remaining Premises and Suite 4200 Expansion Premises demised under the Amendment and any space added to the Premises, and (iii) no default exists, or would exist but for the passage of time or the giving of notice, or both, then Tenant shall have the right to extend this Lease the Term for an additional period of sixty (each a 60) full calendar months (the “Renewal Term”) commencing on the day following the expiration of the Second Extended Term (the “Renewal Commencement Date”). Tenant must exercise each option shall give Landlord written notice (the “Renewal Notice”) of its election to extend the Term in accordance with the terms hereof at least nine (9) months, but not later more than twelve (12) months months, prior to the Second Extended Termination Date. (b) The Monthly Installment of Rent payable by Tenant to Landlord during the Renewal Term shall be the greater of (i) one hundred three percent (103%) of the Monthly Installment of Rent applicable to the last month of the Second Extended Term, and (ii) the then-prevailing market rate for comparable space in comparable buildings in the vicinity of the Project taking into account the size of the lease, the length of the renewal term, market escalations, and the credit of Tenant. The Monthly Installment of Rent shall not be reduced by reason of any costs or expenses saved by Landlord by reason of Landlord's not having to find a new tenant for such premises (including, without limitation, brokerage commissions, costs of improvements, rent concessions or lost rental income during any vacancy period). (c) Landlord shall notify Tenant of its determination of the Monthly Installment of Rent for the Renewal Term, and Tenant shall advise Landlord in writing of any objection to such determination of the Monthly Installment of Rent within fifteen (15) days of receipt of Landlord's notice. Failure to respond within the fifteen (15) day period shall constitute Tenant's rejection of such Monthly Installment of Rent, Tenant’s exercise of the Renewal Option shall be deemed to be withdrawn, and the Lease shall expire or terminate in accordance with its terms. If Tenant affirmatively objects in writing, Landlord and Tenant shall commence negotiations to attempt to agree upon the Monthly Installment of Rent for a period of up to fifteen (15) days after Landlord's receipt of Tenant's objection notice. If (i) Tenant has rejected such Monthly Installment of Rent in writing and (ii) the parties cannot agree after Tenant objects, each acting in good faith but without any obligation to agree, on the Monthly Installment of Rent on or before the end of such fifteen (15) day period, then Tenant's exercise of the Renewal Option shall be deemed withdrawn and the Lease shall expire or terminate in accordance with its terms unless Tenant or Landlord invokes the arbitration procedure provided below to determine the Monthly Installment of Rent for the Renewal Term. Either party may elect to arbitrate the determination of the Monthly Installment of Rent for the Renewal Term by sending written notice to the other party and the regional office of the American Arbitration Association in which the Premises is located within three (3) business days after the expiration of the fifteen (15) day negotiation period provided in the preceding paragraph, invoking the binding arbitration provisions of this subsection. The arbitration to determine the Monthly Installment of Rent for the Renewal Term shall be in accordance with the Real Estate Industry Arbitration Rules and Mediation Procedures of the American Arbitration Association. Unless otherwise required by state law, arbitration shall be conducted in the metropolitan area where the Premises is located by a single arbitrator mutually selected by the parties and unaffiliated with either party. Landlord and Tenant shall each submit to the arbitrator their respective proposal of the appropriate Monthly Installment of Rent for the Renewal Term. The arbitrator must choose between the Landlord’s proposal and the Tenant’s proposal and may not compromise between the two or select some other amount. The cost of the arbitration shall be borne equally between the parties. If the arbitrator has not determined the Monthly Installment of Rent by the end of the Second Extended Term, Tenant shall pay one hundred five percent (105%) of the Monthly Installment of Rent in effect under the Lease as of the end of the Second Extended Term for the Renewal Term until the Monthly Installment of Rent is determined as provided herein. Upon such determination, Landlord and Tenant shall make the appropriate adjustments to the payments between them, including the reimbursement of any credit that may be due for the Monthly Installment of Rent actually paid by Tenant which is higher than the final Monthly Installment of Rent for the Renewal Term determined in accordance with the procedures set forth herein for such period. For the avoidance of doubt, the parties consent to the jurisdiction of any appropriate court to enforce the arbitration provisions of this subsection and to enter judgment upon the decision of the arbitrator. (d) The determination of the Monthly Installment of Rent does not reduce the Tenant's obligation to pay or reimburse Landlord for any additional rent and any other reimbursable or chargeable items as set forth in the Lease, and Tenant shall reimburse and pay Landlord as set forth in the Lease with respect to such items with respect to the Premises during the Renewal Term. (e) Except for the Monthly Installment of Rent for the Renewal Term as determined above, Tenant's occupancy of the Premises during the Renewal Term shall be on the same terms and conditions as are in effect immediately prior to the expiration of the initial term Term; provided, however, Tenant shall have no further right to any allowances, credits or extended term hereof by notice in writing abatements or any options to Landlordexpand, contract, renew, terminate or extend the Lease. (f) If Tenant does not give the Renewal Notice within the period set forth above, the Renewal Option shall automatically terminate. All terms and provisions Time is of this Lease the essence as to the giving of the Renewal Notice. (g) Landlord shall have no obligation to refurbish or otherwise improve the Premises for the Renewal Term. The Premises shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) tendered on the date such extension shall begin. For purposes hereofRenewal Commencement Date in “as-is” condition. (h) If the Lease is extended for the Renewal Term, then, promptly after the “FMV” or “Fair Market Value” determination of Monthly Installment of Rent in accordance with the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Addendum, Landlord shall prepare and Tenant shall execute, within fifteen (15) days of receipt, an amendment to the Lease assuming confirming the following:extension of the Term and the other provisions applicable thereto. (i) If Tenant exercises its right to extend the landlord term of the Lease for the Renewal Term pursuant to this Addendum and tenant are well informed the parties execute the amendment, the term “Term” as used in this Lease, shall be construed to include, when practicable, the Renewal Term except as provided in subsection (e) above. (a) AS-IS Condition. Tenant shall lease the Remaining Premises and well advised Suite 4200 Expansion Premises from Landlord on an “AS-IS” basis, without any representation or warranty of any kind made by Landlord in favor of Tenant and each is acting without change or modification thereto of any kind other than the work described in what it considers this exhibit. However, Landlord shall be responsible for causing, as of the Suite 4200 Expansion Premises Commencement Date, the existing HVAC system, and material electrical, plumbing and other mechanical systems that exclusively service the Suite 4200 Expansion Premises to be its own best interests; (ii) in good working order, provided that the rental value foregoing shall reflect not imply any representation or warranty as to the condition useful life of such systems, nor shall the Premises and all residual value of foregoing diminish Tenant’s responsibility to perform any repairs, modifications or improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days same necessitated after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Suite 4200 Expansion Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice is delivered to Tenant, specifying the name and address of the person designated whether by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date reason of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess use of the actual RSFsame, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (Tenant’s alterations, ordinary wear and if Tenant fails to give such noticetear, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termor otherwise.

Renewal Option. Landlord hereby grants to Tenant two (2but not any assignee or subtenant of Tenant, even if Landlord's consent is obtained as required in the Lease), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each is granted the option to extend not later than twelve the term of this Lease for two extended terms of sixty (1260) months each, provided (a) Tenant is not in default at the time of exercise of the option, and (b) Tenant gives written notice of its exercise of the option at least two hundred ten (210) days prior to the expiration of the initial term original term, or the first extended term hereof by notice term, of the Lease, as applicable. Landlord shall, within fifteen (15) days of its receipt of Tenant's notice, notify Tenant in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent its opinion concerning the proposed renewal rate, which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally rental value described in the fees immediately succeeding paragraph, and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightshall, within thirty (30) days after of its receipt of Landlord's notice of the date renewal rate, during which time Landlord and Tenant shall confer and attempt to reach an agreement regarding the reasonableness of Tenant’s the proposed renewal election noticerate, notify Landlord in writing of its acceptance or rejection of the proposed rental rate. If Landlord and Tenant are unable to have the Premises and the Building remeasured by its architect based mutually agree on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of renewal rate within such thirty (30) day period period, then the renewal options described in this paragraph shall automatically terminate without further notice. Each such extension term shall be upon the same terms, conditions, and rentals, except (failing whichi) Tenant shall have no further right of renewal after the last extension term prescribed above, and (ii) the existing RSF for Rent amount shall be increased to fair market rental value of the Premises and Building shall remain in place for at the Renewal Term)time Tenant exercises its election. If Tenant reasonably determines that such new measurement is in excess Fair market rental value of the actual RSFPremises for each extension term will be determined by the parties, it shall have thirty (30) days after its receipt of in their reasonable discretion and upon their combined good faith efforts, considering the rental market for comparable land and improvements in substantially the same condition, in comparable locations, used for similar purposes, and under terms similar to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term those set forth in this Lease shall include such Renewal Term.Lease. 24 EXHIBIT "C-2" RENT

Renewal Option. Landlord hereby grants a. Provided Subtenant is in possession of the Subleased Premises and an Event of Default does not exist under the Sublease, Subtenant shall have the right to Tenant two extend the Term of the Sublease (2), the “Sublease Renewal Option”) for five (5) additional terms of one (1) year options each through to extend this the expiration date of the Prime Lease (each a “Sublease Renewal Term”). Tenant must Notwithstanding anything to the contrary contained herein, in no event may any of the Sublease Renewal Terms extend beyond the expiration date of the Prime Lease. If Subtenant shall exercise such Sublease Renewal Option, the first Sublease Renewal Term shall commence on the expiration of the Sublease Term and if Subtenant shall, by the first Sublease Renewal Term, exercise the Sublease Renewal Option with respect to a second Sublease Renewal Term, the second Sublease Renewal Term shall commence upon the expiration of the first Sublease Renewal Term and the same shall be the case for each option of the remaining Sublease Renewal Terms, if such Sublease Renewal Option shall be so exercised with respect to extend each of the remaining Sublease Renewal Terms. Each Sublease Renewal Term shall be governed by the same terms, covenants and conditions as contained in this Sublease, except that the Base Rent for the Sublease Renewal Term shall be paid by Subtenant without deduction, set-off for demand, in equal monthly installments as follows: 5 (05/01/2007-02/29/2008) $ [***] $ [***] $ [***] 6 (03/01/2008-02/28/2009) $ [***] $ [***] $ [***] 7 (03/▇▇-▇▇▇▇-▇▇/28/2010) $ [***] $ [***] $ [***] 8 (03/01/2010-02/28/2011) $ [***] $ [***] $ [***] 9 (03/01/2011-02/28/2012) $ [***] $ [***] $ [***] The Sublease Renewal Option shall be exercised, if at all, by written notice to Sublandlord given not later less than twelve four (124) months prior to the expiration of the initial term or extended term hereof by notice Sublease Term. b. The above notwithstanding, in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value Subtenant shall exercise its Expansion Option pursuant to Section 10 or shall acquire the Expansion Premises pursuant to its Right of First Offer contained in Section 11, Subtenant’s Renewal Option shall be governed by the provisions contained in this Section 34 15b. Provided Subtenant is in possession of the Subleased Premises and such dispute canthe Expansion Premises and an Event of Default does not be resolved by mutual agreementexist under the Sublease, Tenant Subtenant shall have the right to submit extend the dispute Term of the Sublease (the “Entire Premises Renewal Option”) for two (2) additional terms; the first renewal term shall be for a period of two (2) years and the second renewal term shall be for a period of one (1) year and nine (9) months (each an “Entire Premises Renewal Term”). Notwithstanding anything to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process contrary contained herein, in no event shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address any of the person to act as Entire Premises Renewal Terms extend beyond the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member expiration date of the American Institute of Real Estate AppraisersPrime Lease. If Subtenant shall exercise such Entire Premises Renewal Option, or any successor of such Institute (or if such organization or successor the first Entire Premises Renewal Term shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with commence upon the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver expiration of the right thereto. Within ten (10) business days after the service of the demand for appraisalSublease Term and, Landlord shall give notice to Tenantif, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or Subtenant shall, by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Entire Premises Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Entire Premises Renewal Term (and if Tenant fails Option with respect to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a second Entire Premises Renewal Term, the definition second Entire Premises Renewal Term shall commence upon the expiration of Term the first Entire Premises Renewal Term. Each of the Entire Premises Renewal Terms shall be governed by the same terms, covenants and conditions as contained in this Lease Sublease, except: (i) Subtenant’s Proportionate Share of increases in insurance and operating charges and real estate taxes shall include such be adjusted to reflect their respective, then current Base Year; and (ii) the Base Rent for each Entire Premises Renewal Term shall be paid by Subtenant without deduction, set-off or demand, in equal monthly installments, on the first (1st) day of the month as follows: Base Rent for that portion of Subleased Premises and Expansion Space located in Cascade Building during the Entire Premises Renewal Term shall be: 7 (06/01/2008-05/31/2009) $ [***] $ [***] $ [***] 8 (06/01/2009-05/31/2010) $ [***] $ [***] $ [***] 9 (06/▇▇-▇▇▇▇-▇▇/31/2011) $ [***] $ [***] $ [***] 10 (06/01/2011-02/28/2012) $ [***] $ [***] $ [***] Base Rent for that portion of the Expansion Space located in ▇▇▇▇ Building during the Entire Premises Renewal Term shall be: 7 (06/01/2008-05/31/2009) $ [***] $ [***] $ [***] 8 (06/01/2009-05/31/2010) $ [***] $ [***] $ [***] 9 (06/▇▇-▇▇▇▇-▇▇/31/2011) $ [***] $ [***] $ [***] 10 (06/01/2011-02/28/2012) $ [***] $ [***] $ [***] The Entire Premises Renewal Option shall be exercised, if at all, by written notice to Sublandlord given not less than six (6) months prior to the expiration date of the Sublease Term.

Renewal Option. Landlord Tenant is hereby grants to Tenant granted two (2), ) options (each a “Renewal Option”) to renew this Lease for a period of five (5) year options to extend this Lease years each (each a “Renewal Term”). Tenant must ) upon the following terms and conditions: a. Notice of the exercise each option of a Renewal Option shall be sent to extend not later than twelve the Landlord in writing at least nine (129) months prior to before the expiration of the initial term Term or extended term hereof by notice in writing the case of the second Renewal Term, the first Renewal Term. b. The first Renewal Term shall commence at the expiration of the Term. The second Renewal Term shall commence at the expiration of the first Renewal Term. A failure to Landlordexercise the Renewal Option for the first Renewal Term shall be deemed a waiver of the right to exercise the Renewal Option for the second Renewal Term. All of the terms and provisions conditions of this Lease, other than the Fixed Basic Rent, shall apply during each Renewal Term. c. If Tenant elects to exercise a Renewal Option to extend the term of this Lease in accordance with this Section 43, Fixed Basic Rent for the applicable Renewal Term shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) % of the fair market value rent then being charged in first class office buildings in suburban Philadelphia which are comparable to the Building, taking into account the length of term, tenant improvements or other concessions, and all relevant factors (“FMV” or Market Rent”). If Tenant elects to exercise a Renewal Option, then Landlord, within fifteen (15) days of such election shall advise Tenant of the Fixed Basic Rent it desires to charge. During the period (the “Fair Market ValueAnalysis Period”) beginning on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all Tenant’s receipt of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its Landlord’s determination of FMV within sixty Fixed Basic Rent and ending thirty (6030) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementthereafter, Tenant shall have the right to submit consider the dispute Fixed Basic Rent determined by Landlord and elect by written notice to Landlord one of the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as followsfollowing three alternatives: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of i. determine not to proceed with such renewal; ii. accept Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on TenantFixed Basic Rent, in which event Landlord’s behalf. The appraiser determination shall be a real estate appraiser deemed to be Market Rent; or iii. elect to proceed with at least ten years’ experience in such renewal election and submit the field and a qualified member determination of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space Fixed Basic Rent to the Premises in Lawrence, Massachusettsbinding arbitration as discussed below. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant Tenant elects to paragraph (a) above, submit the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Valuethe rate of Fixed Basic Rent to binding arbitration then Tenant at Tenant’s sole cost and expense, they shall appoint a third appraiseremploy the services of an appraiser familiar with office buildings located within the metropolitan Philadelphia, Pennsylvania area comparable to the Building, who shall be a competent member of MAI and impartial person who shall render an appraisal of Market Rent for the Premises. If the Landlord and the Tenant’s appraiser cannot agree on the Market Rent, Landlord shall employ the services of an appraiser familiar with office buildings located with the same minimum qualifications metropolitan Philadelphia, Pennsylvania area comparable to the Building who shall be a member of MAI and experience as is required who shall render an appraisal of Market Rent for the first two appraisersPremises. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of If the two appraisers selected by cannot agree on the Market Rent, or in such case, on an independent appraiser acceptable to both, either Landlord and or Tenant or settlement between may request the parties during American Arbitration Association to appoint such independent appraiser who shall be a member of MAI familiar with office buildings in the course area of the Building who shall render an appraisal processof Market Rent for the Premises, and in such event the issue shall be resolved by judgment of a majority of the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and The parties shall share equally in the fees and expenses cost of any third such independent appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess Pending resolution of the actual RSFissue of Market Rent, it Tenant shall have thirty (30) days after its receipt pay the Landlord as of same to revoke its election to exercise commencement of the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a applicable Renewal Term, the definition Fixed Basic Rent as established by Landlord, subject to retroactive adjustment upon final determination of Term in this Lease shall include such Renewal Termissue.

Renewal Option. Landlord hereby grants to Tenant two the right, exercisable at Tenant's option, subject to Section 20.5(c) (2a "Tenant Renewal Option"), five (5) year options to extend renew the term of this Lease for _____ additional terms of seven (7) years each (each a “"Renewal Term”)") at the Fair Market Rental as of the commencement of each such Renewal Term. Tenant must exercise each option to extend not later than twelve (12) months prior to If exercised, and if the conditions applicable thereto have been satisfied, the first Renewal Term shall commence immediately upon the expiration of the initial term or extended term hereof by notice hereof, and each succeeding Renewal Term shall commence immediately upon the expiration of the preceding term. The rights of renewal herein granted to Tenant shall be subject to, and shall be exercised in writing to Landlord. All accordance with, the following terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as followsconditions: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service exercise its right with respect to each Renewal Term by giving Landlord Notice thereof during the month of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address April of the person to act as year immediately preceding the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor scheduled commencement of such Institute Renewal Term (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value"Renewal Notice"). (b) In If the event that two appraisers are chosen Renewal Notice is not timely given with respect to any Renewal Term, then Tenant's rights of renewal pursuant to paragraph (a) above, the appraisers so chosen this Section 2.4.2 shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall lapse and be unable of no further force or effect with respect to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsall remaining Renewal Terms. (c) All such determinations of Fair Market Value Landlord shall be final and binding upon entitled to terminate all unexercised Tenant Renewal Options by providing Notice to Tenant thereof at any time during the parties. calendar month of March of the year immediately preceding a year in which a Renewal Term is scheduled to commence. (d) Landlord and Tenant shall each pay for use commercially reasonable efforts to negotiate and jointly determine the fees and disbursements Fair Market Rental to be effective during any Renewal Term by no later than March 31st of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiseryear immediately preceding such Renewal Term. In the event that Landlord and Tenant exercises are unable to agree on the Fair Market Rental for a Renewal Term prior to Tenant's exercise of its option for Tenant Renewal Option, the first Fair Market Rental shall be determined in accordance with the appraisal procedures set forth in Article 19 by no later than August 1st of the year immediately preceding the applicable Renewal Term. (e) The components of Fair Market Rental, including Minimum Rent and Revenue Percentages and Break Points, determined as set forth in subparagraph (d), shall be set forth in revised Schedules 3.1.1 and 3.1.2, which Schedules shall, upon commencement of the applicable Renewal Term, Landlord be attached to the Lease and shall have the right, within thirty supersede such Schedules as were effective prior thereto. (30f) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide In order for Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Tenant Renewal Term (and if Tenant fails to give such noticeOption, at the new measurements shall govern for the Renewal Term). To the extent that time Tenant exercises a Renewal Termsuch option, Tenant must meet the definition criteria for being an "Approved Tenant" as defined in the Consent and Assignment, and any exercise in violation of Term in this Lease Section 2.4.2(f) shall include such Renewal Termbe null and void and of no force or effect, at law or equity.

Renewal Option. Landlord hereby grants to Tenant two (2)a) Provided that, five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time of Tenant’s exercise of the Renewal Option (defined below) and upon all the commencement of the other business terms of Renewal Term (defined below), this Lease assuming the following: (i) the landlord is in full force and tenant are well informed effect and well advised and each there is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid no uncured default by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to under this Section 34 and such dispute cannot be resolved by mutual agreementLease, Tenant shall have the right option (“Renewal Option”) to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted renew this Lease as follows: (ab) Tenant may, by notifying Landlord of its election in writing not less than three hundred sixty-five (365) days prior to the end of the Term, renew this Lease for an additional term (“Renewal Term”) beginning on the date next following the expiration date of the initial Term and continuing for five (5) years thereafter. The renewal of this Lease will be upon the same terms, covenants, and conditions applicable during the initial Term, as provided in the Lease, except that (i) the Rent payable during the Renewal Term shall be an amount equal to one hundred percent (100%) of the Prevailing Market Rate (as defined below) as of the date on which the Renewal Term commences, (ii) the “Term” shall be deemed to include the “Renewal Term” and (iii) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalspossess no further renewal option(s). (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within Within thirty (30) days after the date receipt of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place notice for the Renewal Term). If , Landlord shall notify Tenant reasonably determines that such new measurement is in excess writing of Landlord’s determination of the actual RSFPrevailing Market Rate. Tenant shall, it shall have thirty within fifteen (3015) days after its receipt thereafter, notify Landlord that Tenant either (a) accepts Landlord’s determination of same the Prevailing Market Rate, in which event the parties shall promptly enter into an amendment to revoke its election this Lease incorporating such terms, or (b) rejects Landlord’s determination of the Prevailing Market Rate, in which event Landlord and Tenant shall engage in the process described on Schedule C-I attached to exercise this Exhibit C to determine the first Renewal Term Prevailing Market Rate, and thereafter the parties shall promptly enter into an amendment to this Lease incorporating such terms. (and if Tenant fails to give such noticed) As used herein, the new measurements phrase “Prevailing Market Rate” shall govern mean the rental then being paid by tenants in buildings of comparable quality, condition and age on renewal terms including concessions for space of approximately the Renewal Term). To same size and taking into consideration the extent that Tenant exercises a Renewal Term, amenities available in the definition of Term Project and whether Landlord will be obligated to pay any brokerage commissions in this Lease shall include connection with such Renewal Termtransaction.

Renewal Option. Landlord hereby grants to Tenant is granted either (i) one renewal option of seventy-two (72) months or (ii) two (2)) renewal options of thirty six (36) months each, five (5) year options to extend provided the Tenant is not in default under the terms of this Lease (each each, a “Renewal Option”). Upon written notice from Tenant to Landlord (“Renewal Notice”) not less than one hundred eighty (180) days prior to the end of the Term (but no more than two hundred seventy (270) days prior to the end of the Term), the Tenant may renew this Lease for either the Renewal Option of seventy-two (72) months, or the initial Renewal Option for thirty six (36) months (and thereafter may exercise as to the second Renewal Option for thirty six (36) months) (each, a “Renewal Term”). Tenant must exercise each option ) with respect to extend not later than twelve a minimum of one full floor which is within the Leased Premises, and the rental rate for such term will be 95% of the then prevailing Market Rental Rate (12) months prior as defined in Rider 1 to the expiration Original Lease) provided that other than rental, all other terms and conditions of the initial term or extended term hereof Lease will remain in full force and effect. The Renewal Option(s) granted by notice this paragraph will terminate if during the Term, Tenant subleases in writing to Landlord. All terms and provisions excess of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five fifty percent (9550%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of or assigns this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each nonaffiliated party. The appraisers shall arrange Tenant may exercise the option expressed by this paragraph, but in doing so, will be required to renew and extend the Lease for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the an entire Renewal Term on or before for at least one (1) full floor of the expiration Premises. The Arbitration provision set forth in Section 17(d) of the First Amendment (the second of such thirty section designations in the First Amendment) shall be utilized in case of any Market Rate Dispute (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Termas therein defined). If Tenant reasonably determines that such new measurement is in excess Tenant’s Renewal Options shall not be subordinate to the rights of any tenant of the actual RSFBuilding or any third party, it shall have thirty (30) days after other than Landlord and its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermAffiliates as expressly provided above.

Renewal Option. Landlord hereby grants to Provided no Event of Default exists and Tenant two (2)is occupying the entire Premises at the time of such election, five (5) year options to extend Tenant may renew this Lease (each a “for the Renewal Term”). Tenant must , by delivering written notice of the exercise each option thereof to extend not later than twelve Landlord nine (129) months prior to before the expiration of the initial term or Term. The Basic Rent payable for each month during such extended term hereof by notice Term shall be the prevailing rental rate (the "Prevailing Rental Rate") at the commencement of such extended Term, for renewals of space of equivalent quality, size, utility and location, with the length of the extended Term and the credit standing of Tenant to be taken into account; provided, however, that in writing to Landlordno event shall the Prevailing Rental Rate be less than the rental rate in effect during the last year of the Term. All terms The Renewal Term shall be upon the same terms, covenants and provisions conditions of this Lease as shall be applicable in effect immediately prior to each extended term the renewal, except Base that: (a) Basic Rent shall be adjusted to the Prevailing Rental Rate; (b) Landlord will establish a new Expense Estimate which shall be ninetyeffective as of the first day of the Renewal Term; (c) Tenant shall have no further renewal option unless expressly granted by Landlord in writing; and (d) Landlord shall lease to Tenant the Premises in their then-five percent current condition, and Landlord shall not provide to Tenant any allowances (95%e.g., moving allowance, construction allowance, and the like) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall beginother tenant inducements. For the purposes hereofof determining the Prevailing Rental Rate, the “FMV” or “Fair Market Value” of the Premises following procedures shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the followingapply: (i) Landlord shall give Tenant notice (the landlord and tenant are well informed and well advised and each is acting in what it considers "Rent Notice") not later than one hundred eighty (180) days prior to be its own best intereststhe commencement of the Renewal Term, which Rent Notice shall set forth Landlord's determination of the Prevailing Rental Rate ("Landlord's Determination"); (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: give Landlord notice (a) Tenant shall make demand for appraisal in writing "Tenant's Notice"), within thirty (30) business days after service delivery of the Rent Notice, stating whether Tenant accepts or disputes the Landlord’s 's Determination or whether Tenant desires to terminate its exercise of the Renewal Option. If Tenant's Notice accepts Landlord's Determination or Tenant fails or refuses to give Tenant's Notice, Tenant shall be deemed to have accepted Landlord's Determination. If Tenant's Notice disputes Landlord's Determination, Tenant's Notice shall specify Tenant's determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act Prevailing Rental Rate ("Tenant's Determination") as the appraiser on Tenant’s behalf. The appraiser shall be a determined by an independent real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute appraiser; (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisersiii) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give Tenant notice to Tenant("Landlord's Notice"), specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selecteddelivery of Tenant's Determination, each appraiser of whether Landlord accepts or disputes Tenant's Determination. If Landlord's Notice accepts Tenant's Determination or if Landlord fails or refuses to give Landlord's Notice, Landlord shall state in writing such appraiser’s be deemed to have accepted Tenant's Determination. If Landlord's Notice disputes Tenant's Determination, Landlord shall deliver to Tenant, within thirty (30) days after receipt of Tenant's Notice, Landlord's determination of the Fair Market ValuePrevailing Rental Rate ("Landlord's Second Determination"), supported as determined by an independent real estate appraiser. If Landlord's Second Determination exceeds Tenant's Determination by ten percent (10%) or less, the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value Basic Rent shall be the average of Landlord's Second Determination and Tenant's Determination. If Landlord's Second Determination exceeds Tenant's Determination by more than ten percent (10%), Landlord or Tenant shall apply to the three appraisalsAmerican Arbitration Association (or any successor organization) to designate a third independent real estate appraiser (the "Third Appraiser") in accordance with the then-prevailing rules, regulations and/or procedures of the American Arbitration Association, and if the American Arbitration Association (or any successor organization) shall be unable or unwilling to designate the Third Appraiser, then either party may commence a legal proceeding to have the Third Appraiser appointed. (civ) All The Third Appraiser shall conduct such determinations of Fair Market Value shall be final hearings and binding upon the parties. Landlord investigations as he may deem appropriate and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightshall, within thirty (30) days after the date of designation of the Third Appraiser, choose either Landlord's Second Determination or Tenant’s renewal election notice's Determination, and such choice shall be conclusive and binding upon Landlord and Tenant. Each party shall pay its own counsel fees and expenses in connection with any arbitration hereunder, including the expenses and fees of any appraiser selected by it in accordance with the terms hereof. The unsuccessful party shall bear the costs and expenses of the Third Appraiser. Any appraiser appointed hereunder shall be an independent real estate appraiser with at least ten (10) years experience in leasing and valuation of properties which are similar in character to the Building. The appraisers shall not have the Premises and power to add to, modify or change any of the Building remeasured by its architect based on provisions of this Lease. (v) If the then current BOMA standards. Landlord final determination of the Prevailing Rental Rate shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term not be made on or before the expiration first day of the Renewal Term, pending such thirty (30) day period (failing whichfinal determination, Tenant shall continue to pay, as the existing RSF for the Premises and Building shall remain in place Basic Rent for the Renewal Term, an amount equal to Landlord's Determination (or, if Landlord shall have given Landlord's Second Determination, Landlord's Second Determination), which amount shall in all events be in addition to all Additional Rent payable under the terms of this Lease. If Tenant reasonably determines that such new measurement is in excess If, based upon the final determination hereunder of the actual RSFBasic Rent, it shall have thirty (30) days after its receipt the payments made by Tenant on account of same to revoke its election to exercise Basic Rent for such portion of the first Renewal Term (and if Tenant fails to give such notice, were greater than the new measurements shall govern Basic Rent payable for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition amount of such excess shall be refunded by Landlord to Tenant within ten (10) business days following the final determination of Basic Rent. (vi) Landlord and Tenant shall promptly execute an amendment to this Lease evidencing any extension of the Term pursuant to this Exhibit, but no such amendment shall be necessary in order to make the provisions of this Exhibit effective. Tenant's rights under this Exhibit shall terminate if (1) this Lease or Tenant's right to possession of the Premises is terminated, (2) Tenant assigns any of its interest in this Lease or sublets any portion of the Premises, (3) Tenant fails to timely exercise its option under this Exhibit, time being of the essence with respect to Tenant's exercise thereof, (4) Landlord determines, in its sole but reasonable discretion, that Tenant's financial condition or creditworthiness has materially deteriorated since the Date of this Lease, or (5) an Event of Default exists at the time of exercise of the option or on the date the renewal term would commence. EXHIBIT D TENANT WORK LETTER 1. Landlord shall provide, at its sole cost and expense and as its sole and exclusive contribution to the development of the Premises, the Landlord's Work, which shall include only the following items: (a) Interior core improvements, including first floor main lobby, men's and women's toilet rooms, telephone closets, electrical closets, janitorial closets and core walls, on all floors. (b) Base building HVAC system, pursuant to Exhibit D-1, Section 12(a), including vertical duct to all floors. (c) Radiant heat system around the perimeter of each floor. (d) Sprinkler system with heads turned up. (e) Base building electrical system and emergency lighting to all core areas. (f) Tenant's electric meter in the first (1st) floor electric closet. (g) Insulated exterior walls with studs in place. (h) For divided-floor tenancies, all walls separating the Premises from other tenant space. Landlord shall be responsible for only one-half (1/2) of any demising wall to be constructed by Tenant. Except as set forth in this Exhibit, Tenant accepts the Premises in their "AS-IS" condition on the date that this Lease is entered into. It is understood that the plans for the Landlord's Work may be modified for unavailable materials, code and building official compliance requirements, field conditions and/or other reasonable conditions, at the reasonable discretion of Landlord. It is understood that the plans for the Landlord's Work may be modified for unavailable materials, code and building official compliance requirements, field conditions and/or other reasonable conditions, at the reasonable discretion of Landlord. 2. As used herein, "Construction Documents" shall mean the final construction documents to be approved by Landlord and Tenant, as amended from time to time by any approved change orders, executed by Landlord and Tenant, and "Work" shall mean all improvements to be constructed in accordance with and as indicated on the Construction Documents, together with any work required by governmental authorities to be made to other areas of the Building solely as a result of the Work. Landlord's approval of the Construction Documents shall not be a representation or warranty of Landlord that such Renewal Term.drawings are adequate for any use or comply with any Law, but shall merely be a consent of Landlord thereto. Tenant shall, at Landlord's request, sign the Construction Documents to evidence its review and approval thereof. All changes in the Work must receive the prior written approval of Landlord and Tenant (which approval shall not be unreasonably withheld, conditioned or delayed) and in the event of any such approved change Tenant shall, upon completion of the Work, furnish Landlord with an accurate, reproducible "as-built" plan of all the changes as

Renewal Option. Landlord Tenant is hereby grants to Tenant two granted one (2), 1) five (5) year options option to extend this renew the Lease (each a “Renewal TermOption”). , provided Tenant must exercise each option to extend not later than twelve the Renewal Option for a minimum of three (123) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent floors, which shall be ninetyis approximately seventy-five percent (9575%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by . If the Tenant desires to exercise the Renewal Option, it shall so notify the Landlord, in writing, not later than November l, 2027. Such notice shall only be effective if delivered at a time when the Tenant is not in monetary default beyond applicable notice and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right theretocure periods. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date following its receipt of Tenant’s renewal election notice, to have the Premises and the Building remeasured by notice of its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election desire to exercise the Renewal Option, given at the time and in the manner provided above, Landlord shall prepare and transmit to Tenant an appropriate amendment to this Lease extending the Term for five (5) years (“Second Extended Term”) and specifying (i) the Base Rent for such extension, which shall be Market Rent (as defined below), (ii) the Base Year shall be revised to Calendar Year 2029 for the Premises, (iii) Tenant shall lease the Premises in its as-is condition and (iv) that all other terms and conditions during the Second Extended Term are the same as those during the First Extended Term, except for any tenant improvement allowances, rights of first offer, expansion rights, reduction rights, renewal rights, or limitations on taxes and operating expenses. In the event Tenant shall be in monetary default beyond applicable notice and grace periods at the commencement date of the Second Extended Term, then, at Landlord’s option, Tenant’s purported exercise of its Renewal Term Option shall be of no force or effect and the Renewal Option shall become null and void. As used herein, “Market Rent” shall mean the Base Rent that a willing tenant would pay and a willing landlord would accept in arm’s length, bona fide negotiations for a comparable lease transaction (i.e., a renewal or right of first refusal, as applicable). The determination of the Market Rent will be based upon a comparison of the term of Tenant’s lease to other lease transactions in the Building and if Tenant fails in other multi-tenant office buildings in the general area of the Building (provided lease transactions for locations with a water view shall not be deemed a comparable transaction), with appropriate adjustments as necessary to give equate the other lease transactions being compared with the applicable terms of the Lease, taking into consideration all relevant factors including, without limitation, use, location and/or floor level within the applicable building, rentable area, leasehold improvements and allowances provided, quality and location of the applicable building, rental concessions (such noticeas moving expenses, abatements and lease assumptions), extent of services to be provided, distinction between “gross” and “net” lease, base year or expense stop, the new measurements shall govern for creditworthiness of the Renewal Term). To the extent that Tenant exercises tenant, and whether a Renewal Term, the definition of Term in this Lease shall include such Renewal Termbrokerage commission is paid.

Renewal Option. Provided Tenant is not then in default under this Lease, Landlord hereby grants Tenant the right, exercisable upon written notice to Tenant two Landlord at least nine (2), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (129) months prior to the expiration of the initial then current term or extended of this Lease, to renew this Lease for one (1) additional term hereof by notice in writing to Landlord. All of five (5) years upon the same terms and provisions of conditions as contained in this Lease except that (a) Rent shall be applicable to each extended term except Base Rent which calculated as set forth below, and (b) the terms and conditions of Exhibit C hereto shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date inapplicable to such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable renewal term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by provides Landlord with written notice of its intent to so extend this Lease as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisalforth above, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightshall, within thirty (30) days after it receives such notice from Tenant, provide Tenant with a written notice specifying the date of Tenant’s proposed Rent, additional rent and any other applicable economic terms for such renewal election notice, to have the Premises and the Building remeasured term reasonably determined by its architect Landlord based on upon the then current BOMA standards. Landlord shall provide market rates, and Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same from Landlord in which to revoke accept or reject the proposed terms. If Tenant objects to any of the proposed terms and Landlord and Tenant are unable to reach an agreement thereon, Landlord and Tenant shall each, at its election expense, select a real estate broker, agent or appraiser with current experience in and knowledge of the applicable rental market, and such representatives shall select a third such representative (at both parties' expense), to determine by majority vote the Rent, additional rent and any other applicable economic terms to be applicable to such renewal term, such determination to be made within thirty (30) days after Landlord receives Tenant's notice of objection to Landlord's proposed economic terms for the renewal term. Notwithstanding the foregoing, if for any reason, Landlord and Tenant are unable to agree upon the economic terms for the renewal term within one hundred twenty (120) days after Tenant notifies Landlord in writing of its intent to exercise the first Renewal Term (and if Tenant fails its option to give such noticerenew this Lease, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in Tenant's right to renew this Lease shall include such Renewal Termterminate and be of no further force and effect. In the event Landlord and Tenant agree upon the economic terms for the renewal term and this Lease is extended as herein provided, Landlord will, at Tenant's request, at Landlord's sole cost and expense, repaint and recarpet the Office Space per the then existing Building standards.

Renewal Option. Landlord and Tenant hereby grants acknowledge that this First Amendment provides for the early extension of the Term of a portion of the Premises, referred to herein as the Extension Term Premises; however, this First Amendment shall in no event be deemed to be an exercise of the Renewal Option provided to Tenant two pursuant to Section 34 (2RENEWAL OPTION) of the Lease, and such Renewal Option shall remain in full force and effect, in accordance with the terms set forth in such Section 34; however, only for that portion of the Premises which is not identified as the Extension Term Premises, and therefore not subject to the Term of the Extension Term Premises, as provided in this First Amendment. Accordingly, the Renewal Option, which is for a term of approximately four (4) years and seven (7) months, expiring on October 31, 2008 (the "Renewal Term"), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which that portion of the Premises consisting of approximately 117,765 rentable square feet (16,973 usable square feet, pursuant to EXHIBIT A of the Lease), consisting of floors 4,5,11,12 and 20 (hereafter known as the "Remaining Premises"). Pursuant to the terms of such Section 34 of the Lease, any renewal as to a portion of the Remaining Premises must consist of entire contiguous floors; however, notwithstanding the terms of such Section 34 to the contrary, but in accordance with the concept of "entire contiguous floors", Tenant hereby agrees that (i) in the event that Tenant elects to exercise the Renewal Option for only one floor of the Remaining Premises, such one floor shall be ninety-five percent the twentieth (95%20th) floor; (ii) in the event that Tenant elects to exercise the Renewal Option for only two floors, such floors shall be the 4th and 5th floors block; (iii) Tenant shall only have the right to elect to exercise the Renewal Option for the 11th and 12th floors if Tenant has also elected to exercise the Renewal Option for 4th and 5th floors block; and (iv) in addition to the terms of fair market value subsection (“FMV” or “Fair Market Value”i) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” election to exercise the Renewal Option for the 20th floor may be exercised in conjunction with the exercise of the Premises shall mean Renewal Option for the fair rental value thereof that would be agreed upon between a landlord 4th and a tenant executing a lease 5th floor block, or with the exercise of the Renewal Option with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the entire Remaining Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute Renewal Option is not exercised, or the parties cannot be resolved by mutual agreementagree upon the Prevailing Rental Rate for the Renewal Term as such applies to the Remaining Premises, then the Term of the Lease for the Remaining Premises shall expire as of the Termination Date set forth in the Lease, and Tenant shall have vacate, quit and surrender the right Remaining Premises to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination terms of the Fair Market ValueLease; however, supported by the reasons thereforeLease shall continue with respect to the Extension Term Premises, in accordance with counterpart copies to each partythe terms of this First Amendment. The appraisers shall arrange In the event the Renewal Option is exercised, and the parties reach an agreement concerning the Prevailing Rental Rate and resulting Base Rent for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Renewal Term, then Landlord and Tenant shall each pay for execute an amendment to the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, Lease within thirty (30) days after the date determination of Tenant’s renewal election notice, to have the Premises Prevailing Rental Rate and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place resulting Base Rent for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To Remaining Premises, which amendment shall set forth the extent that Tenant exercises a Renewal Term, the definition of Base Rent and all other terms and conditions for the Renewal Term in this Lease shall include as such Renewal Termapply to the Remaining Premises.

Renewal Option. Landlord Section 2.7 of the Lease (as set forth in Section 6 of the Third Amendment) is hereby grants to Tenant deleted and replaced with the following: Lessee is hereby granted two (2), five (5) year options to extend renew this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to upon the expiration of the initial term or extended term hereof by notice in writing to Landlord. All following terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as followsconditions: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein At the name and address time of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member exercise of each of the American Institute options to renew and at the time of Real Estate Appraiserseach of said renewals, no Event of Default shall exist, and the Lessee, shall not have sublet, except to any subsidiary, parent or any successor of such Institute (or if such organization affiliate or successor shall not longer be in existenceby way of merger or consolidation or permitted assignee or subtenant for which no Lessor consent is required, a recognized national association or institute of land appraisersmore than fifty percent (50%) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market ValueExisting Premises. (b) In Notice of the event that two appraisers are chosen pursuant exercise of the first option shall be sent to paragraph the Lessor in writing by January 31, 2016. Notice of the exercise of the second option shall be sent to the Lessor in writing by January 31, 2021, TIME HEREBY BEING MADE OF THE ESSENCE in each case. (ac) aboveThe renewal terms shall be for the term of five (5) years each, the appraisers so chosen First Renewal Term, to commence at the expiration of the Second Extended Term of this Lease and the Second Renewal Term to commence at the expiration of the First Renewal Term, and all of the terms and conditions of this Lease, other than the Base Rent, shall meet within ten apply during each such Renewal Term. (10d) business days after The Annual Base Rent to be paid during the second appraiser is appointed andFirst Renewal Term (November 1, if within ten (102016 through October 31, 2021) business days after such first meeting the two appraisers shall be unable fair rental value per square foot at the commencement of the First Renewal Term multiplied by the square footage of the Premises. The Annual Base Rent to agree upon be paid during the Second Renewal Term (November 1, 2021 through October 31, 2026) shall be the fair rental value per square foot at the commencement of the Second Renewal Term multiplied by the square footage of the Premises. In determining the fair rental value, the Lessor shall notify Lessee of the fair rental value as established by Lessor. Should Lessee dispute Lessor's determination, then the Lessee shall be free to, at the Lessee's sole cost and expense, employ the services of (i) a determination of Fair Market Valuereal estate appraiser familiar with office buildings located within the Ches▇▇▇ ▇▇▇nty, they shall appoint a third appraiserPennsylvania area comparable to the Building, who shall be a competent member of The Appraisal Institute who is unaffiliated with Lessor or Lessee, or (ii) a licensed, commercial real estate broker with a minimum of ten (10) years experience with office buildings located within the Ches▇▇▇ ▇▇▇nty, Pennsylvania area comparable to the Building who is unaffiliated with Lessor or Lessee (the “Appraiser”), and impartial person who shall render an appraisal. If the Lessor and the Lessee's Appraiser cannot agree on the fair rental value, or in such case, on an independent Appraiser acceptable to both, either party may request the American Arbitration Association to appoint such independent Appraiser who shall be familiar with office buildings in the same minimum qualifications and experience as is required area of the first two appraisers. The three appraisers shall decide Building and in such event the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement judgment of a majority of the two appraisers selected by Landlord Appraisers and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value Lessor shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and The parties shall share equally in the fees and expenses cost of any third such independent appraiser. Pending resolution of the issue of fair rental value, the Lessee shall pay Lessor as of commencement of the First or Second Renewal Term, as the case may be, the Annual Base Rent as established by Lessor, subject to retroactive adjustment upon final determination of this issue. Notwithstanding anything to the contrary above, once the fair rental value for the Renewal Term has been determined pursuant to the foregoing, Lessee shall have fifteen (15) days thereafter to advise Lessor whether Lessee elects to renew the Lease for the Renewal Term at such fair rental value, or to rescind its exercise of the option to renew. In the event that Tenant exercises Lessee rescinds its option to renew, Lessee shall be entitled to remain in the Premises for the first greater of (i) ninety (90) days following the determination of the fair rental value or (ii) the expiration of the Term or the First Renewal Term, Landlord shall have in effect prior to the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess exercise of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.option to

Renewal Option. THESE RENEWAL OPTIONS are attached as Exhibit E to the Industrial Lease between VERDE LIBRAMIENTO AEROPUERTO LLC., as Landlord, and INTERNATIONAL MANUFACTURING SOLUTIONS OPERACIONES, S. DE ▇.▇. DE C.V., as Tenant, and constitutes the further agreement between Landlord hereby grants and Tenant as follows: (a) Provided that as of the time of the giving of the First Extension Notice and the Commencement Date of the First Extension Term, (i) Tenant is the Tenant originally named herein, (ii) Tenant actually occupies all of the Premises initially demised under this Lease and any space added to the Premises, and (iii) no event of default exists or would exist but for the passage of time or the giving of notice, or both; then Tenant two (2), five (5) year options shall have the right to extend this the Lease Term for an additional term of thirty-six (each a 36) months (such additional term is hereinafter called the “Renewal First Extension Term”) commencing on the day following the expiration of the Lease Term (hereinafter referred to as the “Commencement Date of the First Extension Term”). Tenant must exercise each option shall give Landlord notice (hereinafter called the “First Extension Notice”) of its election to extend the term of the Lease Term at least six (6) months, but not later more than twelve (12) months, prior to the scheduled expiration date of the Lease Term. (b) Provided that as of the time of the giving of the Second Extension Notice and the Commencement Date of the Second Extension Term, (i) Tenant is the Tenant originally named herein, (ii) Tenant actually occupies all of the Premises initially demised under this Lease and any space added to the Premises, and (iii) no event of default exists or would exist but for the passage of time or the giving of notice, or both and provided Tenant has exercised its option for the First Extension Term; then Tenant shall have the right to extend the Lease Term for an additional term of thirty-six (36) months (such additional term is hereinafter called the “Second Extension Term”) commencing on the day following the expiration of the First Extension Term (hereinafter referred to as the “Commencement Date of the Second Extension Term”). Tenant shall give Landlord notice (hereinafter called the “Second Extension Notice”) of its election to extend the term of the Lease Term at least six (6) months, but not more than twelve (12) months, prior to the scheduled expiration date of the First Extension Term. (c) The Base Rent payable by Tenant to Landlord during the First Extension Term shall be the then prevailing market rate for comparable space in the Building and comparable buildings in the vicinity of the Building, taking into account the size of the Lease, the length of the renewal term, market escalations and the credit of Tenant. The Base Rent shall not be reduced by reason of any costs or expenses saved by Landlord by reason of Landlord’s not having to find a new tenant for such premises (including, without limitation, brokerage commissions, costs of improvements, rent concessions or lost rental income during any vacancy period). In the event Landlord and Tenant fail to reach an agreement on such rental rate and execute the Amendment (defined below) at least four (4) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms Lease Term, then Tenant’s exercise of the renewal option shall be deemed withdrawn and provisions of this the Lease shall be applicable to each extended term except terminate on its original expiration date. (d) The Base Rent which payable by Tenant to Landlord during the Second Extension Term shall be ninety-five percent (95%) of fair the then prevailing market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to rate for comparable space in a the Building and comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered buildings in the market at the time and upon all vicinity of the other business terms of this Lease assuming Property, taking into account the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition size of the Premises Lease, the length of the renewal term and all residual value the credit of Tenant. The Base Rent shall not be reduced by reason of any improvements costs or expenses saved by Landlord by reason of Landlord’s not having to the Premises; and find a new tenant for such premises (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable including, without limitation, brokerage commissions. Landlord shall provide Tenant with its determination , costs of FMV within sixty (60) days after the date that Tenant exercises a Renewal Termimprovements, rent concessions or lost rental income during any vacancy period). In the event that Landlord and Tenant disputes fail to reach an agreement on such rental rate and execute the amount claimed by Amendment (defined below) at least four (4) months prior to the expiration date of the First Extension Term, then Tenant’s exercise of the renewal option shall be deemed withdrawn and the Lease shall terminate at the end of the First Extension Term. (e) The determination of Base Rent does not reduce the Tenant’s obligation to pay or reimburse Landlord for Total Operating Costs or other reimbursable items as set forth in the Lease, and Tenant shall reimburse and pay Landlord as Fair Market Value pursuant set forth in the Lease with respect to this Section 34 such Total Operating Costs and such dispute cannot other items with respect to the Premises during the First Extension Term and Second Extension Term. (f) Except for the Base Rent during the First Extension Term as specified above, Tenant’s occupancy of the Premises during the First Extension Term shall be resolved by mutual agreementon the same terms and conditions as are in effect immediately prior to the expiration of the initial Lease Term; provided, however, Tenant shall have the no further right to submit any allowances, credits or abatements or any options to expand, contract, renew or extend the dispute Lease (except as set forth in subparagraph (b) above). Except for the Base Rent during the Second Extension Term as specified above, Tenant’s occupancy of the Premises during the Second Extension Term shall be on the same terms and conditions as are in effect immediately prior to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address expiration of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market ValueFirst Extension Term. (bg) In If Tenant does not give the event that two appraisers are chosen pursuant to First Extension Notice within the period set forth in paragraph (a) above, Tenant’s right to extend the appraisers so chosen Lease Term for the First Extension Term and the Second Extension Term shall meet automatically terminate. If Tenant does not give the Second Extension Notice within ten the period set forth in paragraph (10b) business days after above, Tenant’s right to extend the second appraiser Lease Term for the Second Extension Term shall automatically terminate. Time is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide essence as to the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement giving of the two appraisers selected by Landlord First Extension Notice and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsSecond Extension Notice. (ch) All such determinations of Fair Market Value Landlord shall have no obligation to refurbish or otherwise improve the Premises for the First Extension Term and/or the Second Extension Term. Subject to Landlord’s maintenance, repair and restoration obligations under the Lease, the Premises shall be final tendered on the Commencement Date of the First Extension Term and binding upon the parties. Commencement Date of the Second Extension Term in “as-is”, “where-is”, and “with all faults” condition. (i) If the Lease is extended for the First Extension Term or Second Extension Term, then Landlord shall prepare and Tenant shall each pay for execute an amendment to the fees and disbursements Lease confirming the extension of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises Lease Term and the Building remeasured by its architect based on other provisions applicable thereto (the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term“Amendment”). If Tenant reasonably determines that such new measurement is in excess exercises its right to extend the term of the actual RSF, it shall have thirty (30) days after its receipt of same Lease for the First Extension Term and/or Second Extension Term pursuant to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such noticethis Exhibit E, the new measurements term “Lease Term” as used in the Lease, shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Termbe construed to include, when practicable, the definition of First Extension Term in this Lease shall include such Renewal Termand Second Extension except as otherwise provided herein.

Renewal Option. Landlord hereby grants to Tenant Lessee shall have two (2), ) five (5) year options to extend the Term of this Lease for a portion of or the entire Premises upon the terms and conditions of this Lease (each each, a “Renewal Term”). Tenant must The Monthly Rent for a Renewal Term will be the fair market value (the “Market Rent”) for comparable space in comparable buildings in the surrounding area (the “Market Area”). Lessee shall exercise each option said options by written notice to extend not later Lessor given at least nine (9) months but no more than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlordthen existing Term (the “Lessee Extension Notice”). All terms The Market Rent and provisions of this Lease the applicable Monthly Rent for the Renewal Term shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: established as follows: (i) within thirty (30) days after receipt of the landlord Lessee Extension Notice, Lessor shall send Lessee written notice (“Lessor’s Renewal Rent Notice”) with Lessor’s reasonable determination of Market Rent and tenant are well informed the applicable Monthly Rent for the applicable Renewal Term; and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and within thirty (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (6030) days after receipt of Lessor’s Renewal Rent Notice. Lessee and Lessor shall negotiate in good faith an amount to be the date that Tenant exercises applicable Monthly Rent for such Renewal Term. If Lessor and Lessee cannot agree on such applicable Monthly Rent within said 30 day period, and Lessee still desires to pursue a Renewal Term. In , then the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 Rent and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process allowances shall be final and binding between determined by arbitration in the parties. The appraisal process shall be conducted as followsfollowing manner: (a) Tenant Lessor and Lessee shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser each appoint one qualified real estate broker, who shall be a recognized real estate appraiser broker with at least ten years’ (10) years experience in the field and a qualified member valuation of rental office properties in the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space Market Area similar to the Premises in Lawrence, MassachusettsBuilding. Failure on the part of Tenant to make a timely and proper demand for Each such appraisal broker shall constitute a waiver of the right thereto. Within ten be appointed within fifteen (1015) business days after the service expiration of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value30-day mutual agreement period described above. (b) In The two brokers so appointed shall within fifteen (15) days of the event that two appraisers are chosen pursuant to paragraph (a) above, date of the appraisers so chosen shall meet within ten (10) business days after appointment of the second appraiser is last appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to broker agree upon a determination of Fair Market Value, they shall and appoint a third appraiser, broker who shall be a competent and impartial person with qualified under the same minimum qualifications and experience as is required of criteria set forth above to qualify the first initial two appraisersbrokers. The three appraisers parties shall decide pay the dispute, if it has not previously been resolved, by following the procedure fees of their respective brokers (except as set forth in sub-section (e), below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any the third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord appointed broker. (c) The three brokers shall have the right, within thirty (30) days after of the date appointment of Tenantthe third broker reach a decision on the applicable prevailing market rent and notify Lessor and Lessee thereof. (d) The decision of the majority of the three brokers shall be binding upon Lessor and Lessee. Failure of the majority of said brokers to reach an agreement shall result in the Market Rent being determined by averaging the appraisal of each broker, ignoring for purpose of such averaging any portion of the high and low appraisal which is more than 10 percent (10%) in excess of the middle appraisal. (e) If either Lessor or Lessee fails to appoint a broker within the time period in sub-section (a), above, the broker appointed by one of them shall reach a decision, notify Lessor and Lessee thereof, and such broker’s renewal election noticedecision shall be binding upon Lessor and Lessee. The fee of such appointed broker shall be paid by a party that failed to appoint its own broker. (f) If the two brokers fail to agree upon and appoint a third broker, they shall each establish their own opinion as to have the Premises prevailing market rent and the Building remeasured by its architect based on average of the then current BOMA standards. Landlord two rents shall provide Tenant with its calculation become the Market Rent and allowances for purposes of RSF for determining the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place applicable Monthly Rent for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants Subject to Tenant two the following, Lessee shall have an option to extend the Term of the Lease for one additional successive term of either (2), i) five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term years or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after years (sometimes referred to as the service “Option Term”), provided the following conditions are satisfied: A. ▇▇▇▇▇▇ is not, at the time of exercise of such option or thereafter, in default under the Lease and no event has occurred that upon delivery of notice, the passage of time or both would constitute a default by Lessee under this Lease. B. ▇▇▇▇▇▇ has not assigned the Lease or any right hereunder or sublet the Premises, it being understood that the option to extend the term of the demand for appraisalLease is personal to Yandy Enterprises, Landlord LLC. C. ▇▇▇▇▇▇’▇ receipt of written notice by certified mail of L▇▇▇▇▇’s exercise of such option, which notice shall give notice have been received by Lessor not later than 180 days prior to Tenant, specifying the name and address last day of the person designated by Landlord to act as appraiser on its behalf who initial Term. D. ▇▇▇▇▇▇ shall be similarly qualifiedentitled to elect whether to exercise a 5-year extension or 10-year extension. If Landlord fails to notify Lessee acknowledges and agrees that any such extension option elected by Lessee shall not include any further extension option beyond the Option Term, and there shall be no Tenant Improvement Allowance (as defined in Exhibit “E” attached hereto) or other tenant improvement allowance, and all other terms and conditions of the appointment of its appraiser within or by Lease shall remain the time above specifiedsame, Landlord’s failure except that the Monthly Base Rent (as defined below) shall be adjusted as follows. The Monthly Base Rent for the Option Term shall be an amount equal to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. Rental Rate (bas hereinafter defined) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisersPremises multiplied by the rentable square footage of the Premises (calculated as of the commencement date of the Option Term), but such Monthly Base Rent shall not be less than the Monthly Base Rent then in effect for the last month of the initial Term, and such Monthly Base Rent shall increase annually and automatically as set forth in Section 4.3 below. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market ValueRental Rate shall be as provided in subsections E, supported by F and G below. E. For purposes of this Lease, the reasons therefore, with counterpart copies to each party. The appraisers term “Fair Market Rental Rate” shall arrange mean the amount per rentable square foot that landlords have generally accepted in current transactions between non-affiliated parties from tenants of comparable credit-worthiness for a simultaneous exchange comparable space with similar improvements and location and building, for a comparable use, for a comparable period of such proposed determinations. The Fair Market Value shall be the average of the three appraisalstime. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants to Tenant two 55.01 Provided that this lease shall be in full force and effect on the date on which the "Renewal Notice" is given and on the "Renewal Term Commencement Date" (2as such terms are defined below), Tenant shall have the option (hereinafter called the "Renewal Option") to renew this lease for a renewal term (hereinafter called the "Renewal Term") of five (5) year options years, to extend this Lease commence on the day (each a “hereinafter called the "Renewal Term”Term Commencement Date") after the Expiration Date and to expire on the day (hereinafter called the "Renewal Term Expiration Date") which shall be the fifth (5th) anniversary of the Expiration Date (or the January 31st immediately following the fifth (5th) anniversary of the Expiration Date, if the fifth (5th) anniversary of the Expiration Date is between September 1 and January 30). Tenant must shall exercise each option the Renewal Option by sending written notice thereof (hereinafter called the "Renewal Notice") to extend not later than Landlord on or before the day which shall be twelve (12) months prior to preceding the expiration of Expiration Date. If Tenant shall send the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at Renewal Notice within the time and in the manner hereinbefore provided, this lease shall be deemed renewed for the Renewal Term upon the terms, covenants and conditions hereinafter contained. If Tenant shall fail to send the Renewal Notice within the time and in the manner hereinbefore provided, the Renewal Option shall cease and terminate, and Tenant shall have no further option to renew this lease. 55.02 The Renewal Term, if any, shall be upon, and subject to, all of the other business terms terms, covenants and conditions provided in this lease, including, without limitation, the provisions of this Lease assuming subsection 41.01(b), for the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementoriginal term hereof, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as followsexcept that: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor Landlord shall not longer be required to perform Landlord's Work or perform or pay for any other work or installations in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises Demised Premises, except for any repair obligations contained in Lawrence, Massachusetts. Failure on the part of Tenant this lease that Landlord is expressly required to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value.perform; (b) In Any terms, covenants or conditions hereof that are expressly or by their nature inapplicable to the event that two appraisers are chosen pursuant to paragraph (a) aboveRenewal Term, the appraisers so chosen including, without limitation, Section 40.04, shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties apply during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals.Renewal Term; and (c) All such determinations of Fair Market Value The annual Fixed Rental payable by Tenant during the Renewal Term (hereinafter called the "Renewal Rent"), subject to adjustment as otherwise in this lease provided, shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally "Rental Value" (as such term is defined below) payable in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for equal monthly installments, in advance, on the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date day of Tenant’s renewal election notice, to have the Premises each and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for every calendar month during the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants (a) Tenant shall have an option (the "First Renewal Option") to Tenant two renew the Term with respect to all (2)but not less than all) of the Premises demised under or pursuant to this Lease as of the expiration date of the initial Term, for one additional term (the "First Renewal Term") of five (5) year options years. (b) If Tenant exercise the First Renewal Option, Tenant shall have an additional option (the "Second Renewal Option") to extend renew the Term with respect to all (but not less than all) of the Premises demised under or pursuant to this Lease (each a “as of the expiration date of the First Renewal Term”, for one additional Term (the "Second Renewal Term") of five (5) years. (c) It shall be conditions of Tenant's exercise of each of the First Renewal Option and the Second Renewal Option (each, a "Renewal Option"). , that: (i) Tenant must shall give Landlord written notice of Tenant's election to exercise each option to extend the Renewal Option not later than twelve nine (129) months prior to the expiration date of the initial term Term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent the First Renewal Term (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereofeach, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence"Renewal Term"), Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests;as applicable. (ii) the rental value shall reflect the condition of If (i) Landlord is obligated to perform any leasehold improvements work in the Premises during the Renewal Term or to give Tenant any allowance for any such work or any other purposes and all residual (ii) Tenant's most recent financial statements (which may be Tenant's annual report, if Tenant's stock is traded on a public securities exchange) reveal either (I) Tenant's market capitalization is less than $200,000,000 or (II) the ratio of Tenant's debts to the value of any improvements its tangible assets is greater than 65:100, then Tenant shall promptly deliver a LOC to Landlord in the PremisesLOC Amount, as described in Paragraph 24, as if the entire Premises during the Renewal Term were a Space (and Landlord shall not be obligated to perform such work or disburse such allowance until Tenant has delivered such LOC); and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after is not in Default under this Lease, either on the date that Tenant exercises a the Renewal Term. In Option or on the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address expiration date of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member initial Term of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first First Renewal Term, Landlord shall have the rightas applicable, within thirty (30) days after and this Lease is in full force and effect of the date of Tenant’s renewal election notice, to have on which Tenant exercises the Premises Renewal Option and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation proposed commencement date of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants to A. Provided Tenant two is not in default under the Lease beyond any applicable cure period, Tenant will have the option (2), the “Renewal Option”) of extending the term of the Lease for one (1) additional term of five (5) year options to extend this Lease years (each a the “Renewal Term”). Tenant must ) by notifying (the “Renewal Notice”) Landlord in writing of its intention to exercise each option to extend not later the Renewal Option no earlier than twelve (12) months and no later than six (6) months prior to the expiration of the initial original term or extended term hereof by notice in writing to Landlordof the Lease (the “Primary Term”). All The terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” conditions of the Premises shall mean the fair rental value thereof that would Renewal Term will be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the followingas follows: (i) The Renewal Term will commence (the landlord “Renewal Term Commencement Date”) immediately upon the expiration of the Primary Term and tenant are well informed and well advised and each is acting in what it considers to be its own best interests;shall expire at midnight on the last day of the sixtieth (60th) calendar month thereafter. (ii) The annual Base Rent for the rental value shall first twelve (12) months of the Renewal Term will be an amount equal to the “Market Rate” (as defined in paragraph B below) for the Premises for such twelve (12) month period, and will increase on the first anniversary of the Renewal Term Commencement Date, and on each and every anniversary of such date, to reflect the condition of the Premises and all residual value of any improvements to the Premises; andincreased Market Rate (as defined in paragraph B below) for such period. (iii) Except as modified by this Section, all provisions of, and payments under, the transaction takes into consideration Lease will be equally applicable during the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event , and that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name there will be no further Renewal Option, and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event Tenant will be entitled to further abatement, allowance or other concession that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall may be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement negotiated between the parties during at such time (including, without limitation, the course abatements, allowances and/or concessions set forth in Article 5 and/or Exhibit B of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsLease). (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants to Tenant Lessee shall have two (2), ) five (5) year options to extend the Term of this Lease for a portion of or the entire Premises upon the terms and conditions of this Lease (each each, a “Renewal Term”). Tenant must The Monthly Rent for a Renewal Term will be the fair market value (the “Market Rent”) for comparable space in comparable buildings in the surrounding area (the “Market Area”). Lessee shall exercise each option said options by written notice to extend not later Lessor given at least nine (9) months but no more than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlordthen existing Term (the “Lessee Extension Notice”). All terms The Market Rent and provisions of this Lease the applicable Monthly Rent for the Renewal Term shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: established as follows: (i) within thirty (30) days after receipt of the landlord Lessee Extension Notice, Lessor shall send Lessee written notice (“Lessor’s Renewal Rent Notice”) with Lessor’s reasonable determination of Market Rent and tenant are well informed the applicable Monthly Rent for the applicable Renewal Term; and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and within thirty (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (6030) days after receipt of Lessor’s Renewal Rent Notice, Lessee and Lessor shall negotiate in good faith an amount to be the date that Tenant exercises applicable Monthly Rent for such Renewal Term. If Lessor and Lessee cannot agree on such applicable Monthly Rent within said 30 day period, and Lessee still desires to pursue a Renewal Term. In , then the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 Rent and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process allowances shall be final and binding between determined by arbitration in the parties. The appraisal process shall be conducted as followsfollowing manner: (a) Tenant Lessor and Lessee shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser each appoint one qualified real estate broker, who shall be a recognized real estate appraiser broker with at least ten years’ (10) years experience in the field and a qualified member valuation of rental office properties in the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space Market Area similar to the Premises in Lawrence, MassachusettsBuilding. Failure on the part of Tenant to make a timely and proper demand for Each such appraisal broker shall constitute a waiver of the right thereto. Within ten be appointed within fifteen (1015) business days after the service expiration of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value30-day mutual agreement period described above. (b) In The two brokers so appointed shall within fifteen (15) days of the event that two appraisers are chosen pursuant to paragraph (a) above, date of the appraisers so chosen shall meet within ten (10) business days after appointment of the second appraiser is last appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to broker agree upon a determination of Fair Market Value, they shall and appoint a third appraiser, broker who shall be a competent and impartial person with qualified under the same minimum qualifications and experience as is required of criteria set forth above to qualify the first initial two appraisersbrokers. The three appraisers parties shall decide pay the dispute, if it has not previously been resolved, by following the procedure fees of their respective brokers (except as set forth in sub-section (e), below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any the third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord appointed broker. (c) The three brokers shall have the right, within thirty (30) days after of the date appointment of Tenantthe third broker reach a decision on the applicable prevailing market rent and notify Lessor and Lessee thereof. (d) The decision of the majority of the three brokers shall be binding upon Lessor and Lessee. Failure of the majority of said brokers to reach an agreement shall result in the Market Rent being determined by averaging the appraisal of each broker, ignoring for purpose of such averaging any portion of the high and low appraisal which is more than 10 percent (10%) in excess of the middle appraisal. (e) If either Lessor or Lessee fails to appoint a broker within the time period in sub-section (a), above, the broker appointed by one of them shall reach a decision, notify Lessor and Lessee thereof, and such broker’s renewal election noticedecision shall be binding upon Lessor and Lessee. The fee of such appointed broker shall be paid by a party that failed to appoint its own broker. (f) If the two brokers fail to agree upon and appoint a third broker, they shall each establish their own opinion as to have the Premises prevailing market rent and the Building remeasured by its architect based on average of the then current BOMA standards. Landlord two rents shall provide Tenant with its calculation become the Market Rent and allowances for purposes of RSF for determining the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place applicable Monthly Rent for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants (a) Provided (i) this Lease is in effect and Tenant is not in default hereunder beyond any applicable grace period, either at the time of any exercise of this option or at the time of the commencement of the applicable Renewal Term (as hereinafter defined), and (ii) Tenant shall be in occupancy of all of the Leased Premises, Tenant shall have the option to Tenant renew this Lease for two (2), ) consecutive five (5) year options to extend this Lease renewal terms (each a “"Renewal Term”") upon the same terms as in this Lease, except that (A) the Basic Rent during each Renewal Term shall be determined as provided in this Section, (B) the terms of this Lease relating to Landlord's Contribution shall not apply to such Renewal Terms and (C) Tenant shall have no right to renew the term of this Lease for any period beyond the second Renewal. Tenant shall exercise such option, if at all, by written notice ("Tenant's Notice") to Landlord given at least eighteen (18) calendar months prior to the expiration of the Term (as the same may have been extended by any Renewal Term). Upon Landlord's receipt of Tenant's Notice, this Lease shall be automatically extended for the applicable Renewal Term with the same force and effect as if the applicable Renewal Term had been originally included in the Term, subject to the terms and conditions of this Section. (b) The Basic Rent for each Renewal Term shall be (i) the fair market Basic Rent for the Leased Premises, as agreed upon by Landlord and Tenant must exercise each option to extend or in the absence of agreement, as determined by arbitration in accordance with the terms of Section 28, as of the commencement of the applicable Renewal Term. (c) Following the giving of Tenant's Notices, on a date which is not later less than twelve six (126) months prior to the expiration of the initial term or extended term hereof by Term, Landlord shall send a notice in writing ("Landlord's Notice") to Tenant of Landlord. All terms and provisions 's estimate of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of the annual fair market value (“FMV” or “Fair Market Value”) Basic Rent for the Leased Premises during the applicable Renewal Term. If Tenant shall not accept Landlord's estimate, Landlord and Tenant shall attempt to agree on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Basic Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a during such Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between shall not have agreed upon the parties Basic Rent to be paid by Tenant during the course Renewal Term by the date which is three (3) months prior to the expiration of the appraisal processTerm, the issue such dispute shall be resolved by the three appraisers submitted to arbitration in accordance with the following procedure. Within twenty (20) days after provisions of Section 28 and this Section, and the third appraiser has been selected, each appraiser arbitrator shall state in writing such appraiser’s determination determine the annual fair market Basic Rent of the Fair Market ValueLeased Premises (taking into account the terms of this Lease relating to the payment of Additional Charges during the Renewal Term), supported by and the reasons therefore, with counterpart copies Basic Rent to each party. The appraisers shall arrange for a simultaneous exchange of be paid during such proposed determinations. The Fair Market Value Renewal Term shall be determined based upon the average Arbitrator's determination, subject to the provisions of the three appraisalsthis Lease. (cd) All If, upon the commencement of any Renewal Term, the Basic Rent payable by Tenant during such determinations Renewal Term shall not have been determined, Tenant shall, effective as the commencement of Fair Market Value such Renewal Term, pay an amount equal to the Base Rent and Additional Charges payable by Tenant during the twelve (12) months immediately preceding the applicable Renewal Term, subject to adjustment upon determination of such Basic Rent. Upon the determination of such Basic Rent, Tenant shall promptly pay to Landlord any underpayment of Basic Rent by Tenant since the beginning of the Renewal Term and, in the event of any overpayment of such Basic Rent by Tenant since the beginning of such Renewal Term, Landlord shall pay Tenant the amount of such overpayment. (e) Nothing in this Section shall affect Tenant's obligation to pay Additional Charges under this Lease. During each Renewal Term, Tenant shall pay Additional Charges in accordance with the provisions of this Lease, with the Operating Expense Base for each such Renewal Term being the Operating Expenses for the calendar year in which the Renewal Term commences and the Base Real Estate Tax Amount for each such Renewal Term being the Real Estate Taxes for the Tax Year in which the Renewal Term commences. In determining the annual fair market Basic Rent of the Premises, no value shall be final and binding upon allocated (by Landlord, Tenant or the parties. Landlord and arbitrator) to any Alterations made by Tenant in or to the Leased Premises, but there shall each pay be taken into account the rental for the fees and disbursements of any appraiser appointed by it and shall share equally comparable premises in comparable Buildings in the fees Westchester County area and expenses the rentable area of any third appraiser. the Leased Premises. (f) In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date in respect of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire a Renewal Term on or before the expiration of such thirty (30) day period (failing whichin accordance with this Section, the existing RSF for term "Term" as defined in Section 1 shall mean the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Original Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include as extended by such Renewal Term.

Renewal Option. Landlord hereby grants Tenant shall have the right to Tenant two renew the Term for all of the Premises for one (2), 1) renewal term of five (5) year options to extend this Lease years (each a the “Renewal Term”)) which shall commence on the day following the expiration of the initial Term and end on the fifth (5th) anniversary of the Expiration Date, unless such Renewal Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Renewal Term shall commence only if (a) Tenant must shall have notified Landlord in writing of Tenant’s exercise each option to extend of such renewal right not later more than fifteen (15) months nor less than twelve (12) months prior to the expiration Expiration Date, (b) at the time of the initial term or extended term hereof by notice in writing exercise of such right and immediately prior to Landlord. All terms the Expiration Date, no Event of Default shall have occurred and provisions of this be continuing hereunder, (c) the Tenant named herein (i.e., K▇ ▇▇▇▇▇▇▇▇ & Company, LLC) shall not have assigned the Lease and shall be applicable to each extended term except Base Rent which shall be ninety-five in occupancy of one hundred percent (95100%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” rentable area of the Premises at the time such notice is given, and (d) there shall mean not have occurred any material adverse change in the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease financial condition of Tenant from the condition described in the financial statements submitted by Tenant to Landlord in connection with this Lease, Time is of the essence with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at giving of the time and notice of Tenant’s exercise of the renewal option. The Renewal Term shall be upon all of the other business terms of this Lease assuming agreements, terms, covenants and conditions hereof binding upon Tenant, except that the following: (i) Fixed Rent shall be determined as provided in Section 28.2 and Tenant shall have no further right to renew the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) Term following the rental value shall reflect the condition expiration of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In Upon the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address commencement of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have (A) the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on shall be added to and become part of the Term (but shall not be considered part of the initial Term), (B) any reference to “this Lease,” to the “Term,” and “term of this Lease” or before any similar expression shall be deemed to include such Renewal Term, and (C) the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, shall become the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermExpiration Date.

Renewal Option. Landlord hereby grants to Provided that no event of default or sublease has ever occurred under any term or provision contained in the Lease and no condition exists which with the passage of time or the giving of notice or both would constitute an event of default either on the date Tenant two exercises its Renewal Option (2as defined herein) or upon the commencement of the Renewal Term (as defined herein), Tenant shall have the right and option (the “Renewal Option”) to renew the Lease for the entirety of the Premises for one (1) separate, additional five (5) year options to extend this Lease period (each a “Renewal Term”). Tenant must exercise each option , by written notice (“Renewal Notice”) delivered to extend not Landlord no later than twelve nine (129) months prior to the expiration of the initial term Term under the same terms, conditions and covenants contained in this Lease, except that (a) no abatements or extended term hereof by notice in writing other concessions, if any, applicable to Landlord. All terms and provisions of this Lease the Term shall apply to the Renewal Term; (b) the monthly Basic Rent shall be applicable equal to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “the Fair Net Effective Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to Rate for comparable Class A office space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market southeast Denver office submarket as of the end of the Term as determined by Landlord and Tenant as set forth hereafter (“Fair Net Effective Market Rate”); (c) Tenant shall have no Renewal Option beyond the expiration of Renewal Term; and (d) all leasehold improvements within the Premises shall be provided in their then existing condition (on an “as is” basis) at the time and upon all the Renewal Term commences. Failure by Tenant to provide the Renewal Notice within the time limits set forth herein shall constitute a waiver of such Renewal Option. In the event Tenant delivers its Renewal Notice as set forth above no later than nine (9) months prior to the expiration of the other business terms Term, Landlord and Tenant, upon written notice from Landlord, shall have a period of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after in which to agree on the date Fair Net Effective Market Rate. If they agree within that Tenant exercises a period, they shall immediately execute an amendment to the Lease stating the Monthly Base Rent for the applicable Renewal Term. In the event that Tenant disputes the amount claimed by If after negotiating in good faith Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have fail to agree upon such Fair Net Effective Market Rate within the right to submit the dispute sixty (60) day period, then each party shall, within ten (10) days designate by written notice to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: other party one (a1) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a licensed Colorado real estate appraiser broker with appropriate experience and of good reputation, having at least ten five (5) years’ experience in the field and a qualified member southeast Denver office submarket (“Broker(s)”). The two Brokers so designated shall together determine whether Landlord’s determination of the American Institute Fair Net Effective Market Rate or Tenant’s determination of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space Fair Net Effective Market Rate is closest to the Premises Fair Net Effective Market Rate for the space in Lawrence, Massachusettsquestion. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between shall each require the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers Brokers to make such determination and report it in accordance with the following procedure. Within writing to Landlord and Tenant within twenty (20) days after such selection, and each party shall use its best efforts to secure such determination within such time period. If the two selected Brokers agree as to which rate is closest, the rate agreed to shall be deemed the effective rental rate. If the two selected Brokers fail to agree pursuant to this procedure, they shall together immediately select a third Broker who shall then (within ten (10) days of the Brokers’ selection) determine which rate is closest to the Fair Net Effective Market Rate as determined by the third appraiser has been selected, each appraiser Broker. The third Broker shall state in writing such appraisernotify Landlord and Tenant of the Broker’s determination of and the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value rental rate selected shall be the average effective rental rate. Each party will pay the fee of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed Broker selected by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty one-half (30‘/2) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt fee of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termthird Broker.

Renewal Option. Landlord hereby grants (a) Subject to the terms of this Section 9 and provided that no uncured default has occurred beyond any applicable notice and cure period, Tenant two shall have one (2), five (51) year options option to extend this Lease (each a “Second Renewal Option”) the Term for sixty (60) months commencing upon the expiration of the First Renewal Term (“Second Renewal Term”). In the event Tenant must elects to exercise each its option to extend not the Term by the Second Renewal Term, as provided hereunder, Tenant shall provide Landlord irrevocable written notice of such election, no earlier than three hundred sixty five (365) days and no later than twelve two hundred seventy (12270) months days prior to the then-existing expiration date of the initial term or extended term hereof by notice in writing to LandlordTerm of this Lease. All Except for Base Rent, the terms and provisions conditions of this Lease the Lease, as amended hereby, during the Second Renewal Term shall be applicable identical to each extended term except the terms and conditions of the Lease, as amended hereby. (i) Base Rent which for the Second Renewal Term shall be ninety-five adjusted to one hundred percent (95100%) of the fair market rental value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereoffor comparable properties and comparable uses in San ▇▇▇▇▇ and Pleasanton, the “FMV” or “Fair Market Value” as of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all commencement of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each Second Renewal Term, as such FMV is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissionsdetermined as set forth herein. Landlord shall provide give Tenant with writing notice of its determination of FMV within sixty (60) days after the date that FMV. If Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant fails to this Section 34 and such accept or dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet FMV within ten (10) business days after Landlords delivery of written notice with Landlord’s determination of the second appraiser is appointed andFMV, if then Tenant shall be deemed to have waived the Second Renewal Option. If Tenant disputes Landlord’s determination of FMV, Tenant shall so notify Landlord within ten (10) business days after following Landlord’s notice to Tenant of Landlord’s determination and, in such first meeting case, the two appraisers FMV shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience determined as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. follows: (ii) Within twenty thirty (2030) days after the third appraiser has been selected, each appraiser shall state in writing such appraiserfollowing Tenant’s notice to Landlord that it disputes Landlord’s determination of the Fair Market ValueFMV, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall meet no less than two (2) times, at a mutually agreeable time and place, to attempt to agree upon the FMV. (iii) If within this 30-day period Landlord and Tenant cannot reach agreement as to the FMV, they shall each pay for select one appraiser to determine the fees FMV. Each such appraiser shall arrive at a determination of the FMV and disbursements of any appraiser appointed by it submit his or her conclusions to Landlord and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty the 30-day consultation period described in (30a) day period above. (failing which, iv) If only one appraisal is submitted within the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSFrequisite time period, it shall have be deemed to be the FMV. If both appraisals are submitted within such time period, and if the two appraisals so submitted differ by less than ten percent (10%) of the higher of the two, the average of the two shall be the FMV. If the two appraisals differ by more than ten percent (10%) of the higher of the two, then the two appraisers shall immediately select a third appraiser who will within thirty (30) days after its receipt of same his or her selection make a determination of the FMV and submit such determination to revoke its election Landlord and Tenant. This third appraisal will then be averaged with the closer of the previous two appraisals and the result shall be the FMV. (v) All appraisers specified pursuant hereto shall be members of the American Institute of Real Estate Appraisers with not less than five (5) years experience appraising office, research and development and industrial properties in the San ▇▇▇▇▇/Pleasanton area. Each party shall pay the cost of the appraiser selected by such party and one-half of the cost of the third appraiser. (b) No later than thirty (30) days prior to the commencement of the Second Renewal Term, Tenant shall deposit with Landlord an amount, that when taken together with the Security Deposit, equals the Base Rent due for the last month of the Second Renewal Term. (c) Notwithstanding anything to the contrary set forth herein, Tenant shall have no right to exercise the first Second Renewal Option (or if the Renewal Option has been exercised, but the following conditions are not satisfied, then the exercise of the Second Renewal Option shall be void) if: (i) there has been any materially adverse change in the financial condition of the Tenant, as of the Effective Date, or (ii) if the net worth (determined in accordance with generally accepted accounting principles consistently applied) of the Tenant at the time it desires to exercise the Second Renewal Option or as of the commencement date of the Renewal Term is less than the net worth (and if as so determined) of Tenant fails as of the Effective Date. Tenant shall be required, as a condition precedent to give such noticethe Second Renewal Option being validly exercised, to provide evidence (which shall be reasonably acceptable to Landlord) that the foregoing conditions have been satisfied. (d) Notwithstanding anything to the contrary contained herein, the new measurements Renewal Option is personal to Giga-tronics Incorporated, a California corporation or its successor by Permitted Transfer pursuant to Section 11.04 of the Lease, shall govern for be exercisable only by Giga-tronics Incorporated, a California corporation or its successor by Permitted Transfer pursuant to Section 11.04 of the Renewal Term)Lease, and may not be assigned or exercised by any other successor, assignee, sublessee or transferee of Giga-tronics Incorporated, a California corporation’s interest in the Lease, nor may it be exercised if any portion of the Premises is sublet, other than to an Affiliate or if Giga-tronics Incorporated, a California corporation or its successor by Permitted Transfer pursuant to Section 11.04 of the Lease, is not occupying at least seventy-five (75%) of the Premises. To As used herein, Giga-tronics Incorporated, a California corporation, includes any Affiliate that becomes the extent Tenant under the Lease pursuant to Section 11.04 of the Lease. (e) Tenant agrees and acknowledges that notwithstanding anything to the contrary set forth in the Lease, Tenant exercises a Renewal Term, has no options to renew or extend the definition of Term other than as set forth in this Lease shall include such Renewal TermSection 9.

Renewal Option. Landlord hereby grants to Section 27.1. Tenant two shall have one (2), 1) renewal option of five (5) year options to extend this Lease years (each a “Renewal TermOption”), under the same terms as are stipulated in the present document, starting with a Fixed Net Rent which will be negotiated at the time of renewal, but which shall not be less than the Fixed Net Rent of the final year of the contract in force, with an increase of the rate as stated below. In order to exercise the Option, Tenant must exercise each option give written notice of such election to extend Landlord and Landlord must receive the same at least 6 months, but not later more than twelve (12) 12 months prior to the expiration date the option period would commence, time being of the essence. If proper notification of the exercise of the Option is not given and received, such Option shall automatically expire. This Option cannot be exercised: (i) during the period commencing with the giving of any notice of default and continuing until said default is cured, (ii) during the period of time any Fixed Net Rent or Additional Rent is unpaid (without regard to whether notice thereof is given Tenant), (iii) during the time Tenant is in Default of this Lease, or (iv) in the event that Tenant has been given 3 or more notices of default, whether or not the defaults are cured, during the 12 month period immediately preceding the exercise of the Option. The monthly rent for each month of the 5 year option period shall be calculated as described in Section 27.2 below. Section 27.2. On the last day of the initial term or extended term hereof by notice (the “Market Rental Value Adjustment Date”), the rent shall be adjusted to the Market Rental Value (MRV) of the Leased Premises as follows: Four months prior to the Market Rental Value Adjustment Date, the parties shall attempt to agree upon what the new MRV with be on the Market Rental Value Adjustment Date. If agreement cannot be reach within 30 days, then both Landlord and Tenant shall each immediately make a reasonable determination of the MRV and submit such determination, in writing to Landlord. All terms arbitration in accordance with the following (and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease not in accordance with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows:Article 13): (a) within 15 days thereafter, Landlord and Tenant shall make demand for appraisal in writing within thirty (30) business days after service each select an appraiser of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person their choice to act as the an arbitrator. Each appraiser on Tenant’s behalf. The appraiser so selected shall be certified as a MAI appraiser or as an ASA appraiser and shall have had at least 5 years experience within the previous 10 years as a real estate appraiser with at least ten years’ experience working in the field and Santa Fe Springs area. The two arbitrators so appointed shall immediately select a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord third mutually acceptable appraiser to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of a third arbitrator (with the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Valuequalifications specified above). (b) In the event that two appraisers are chosen pursuant 3 arbitrators shall within 30 days of the appointment of the third arbitrator reach a decision as to paragraph (a) abovewhat the actual MRV for the Leased Premises is, and whether ▇▇▇▇▇▇▇▇’s or ▇▇▇▇▇▇’s submitted MRV is the appraisers so chosen shall meet within ten (10) business days after closest thereto. The decision of a majority of the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers arbitrators shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with binding on the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsparties. (c) All If either of the parties fails to appoint an arbitrator within the specified 15 days, the arbitrator timely appointed by one of them shall reach a decision of his or her own, and such determinations of Fair Market Value decision shall be final and binding upon on the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty . (30d) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration cost of such thirty arbitration shall be paid equally by both parties, or by the party whose submitted MRV is not selected (30) day period (failing which, i.e. the existing RSF for one that is NOT the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of closest to the actual RSF, it shall have thirty MRV) if such party’s MRV is more than 50% further from the actual MRV than the other party’s originally submitted MRV. (30e) days after its receipt of same to revoke its election to exercise notwithstanding the first Renewal Term (and if Tenant fails to give such noticeabove, the new measurements MRV shall govern not be less than the rent payable for the Renewal Term). To month immediately preceding the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termrent adjustment.

Renewal Option. Landlord In the event Tenant exits its existing Chapter 11 bankruptcy while this Lease Agreement is in full force and effect and so long as Tenant continues to occupy the entire Leased Premises, Tenant shall have, and is hereby grants granted, the option (the “Renewal Option”) to Tenant two extend the Term of this Lease Agreement for one (2), 1) additional period of five (5) year options to extend this Lease years (each a the “Renewal First Extended Term”). ) upon and subject to the following terms, conditions and provisions: A. The Renewal Option may only be exercised by Tenant must exercise each option giving irrevocable written notice thereof to extend not later Landlord no earlier than twelve (12) months, nor later than nine (9) months prior to the expiration of the initial term or extended term hereof by Term of this Lease Agreement. If Tenant fails to give Landlord such written notice of exercise of the Renewal Option within such specified time period, Tenant shall be deemed to have elected not to exercise, and to have waived, the Renewal Option and the Renewal Option shall automatically terminate and expire and be of no further force and effect. It is expressly agreed that Tenant shall not have the option to extend the Term of this Lease Agreement beyond the First Extended Term. If Tenant exercises the Renewal Option, the First Extended Term shall commence immediately upon the expiration of the Term of this Lease Agreement (the “First Extended Term Commencement Date”). B. If Tenant shall have exercised the Renewal Option (in writing accordance with and subject to Landlord. All terms and the provisions of this Lease Section 54), the First Extended Term shall be applicable upon, and subject to, all of the terms, covenants and conditions provided in this Lease Agreement except for any terms, covenants and conditions that are expressly or by their nature inapplicable to each extended term the First Extended Term (including, without limitation, the right to renew the Term of this Lease Agreement beyond the First Extended Term) and except that (i) the annual Base Rent which and other economic considerations during the First Extended Term shall be ninety-five percent the Prevailing Market Rental Rate (95%as defined in Section 54.D below) of fair market value at the time Tenant exercises the Renewal Option, but in no event less than the Base Rent applicable for the previous year, and (ii) the Leased Premises and all leasehold improvements relating thereto will be provided in the condition they exist (i.e., “FMVAS IS” or and “Fair Market ValueWITH ALL FAULTS”) on the date such extension First Extended Term Commencement Date, and this Lease Agreement shall begin. For purposes hereof, the “FMV” or “Fair Market Value” be deemed to have been automatically amended as of the Premises First Extended Term Commencement Date in accordance with this Section 54. Tenant and Landlord shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space promptly (but in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all no event longer than fifteen (15) days after Landlord’s submission of the other business terms amendment to Tenant) execute and deliver an appropriate amendment of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers Agreement to be its own best interests; (ii) the rental value shall reflect the condition evidence such terms following commencement of the Premises and all residual value of First Extended Term. C. Notwithstanding any improvements provision herein to the Premises; and (iii) contrary, Tenant shall not have the transaction takes into consideration right to extend the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination Term of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value this Lease Agreement pursuant to this Section 34 54 and such dispute cannot right shall automatically terminate and be resolved by mutual agreementof no further force and effect if, at the time Tenant exercises such Renewal Option or on the First Extended Term Commencement Date: (i) Tenant is in default under this Lease Agreement beyond any applicable notice and cure period, (ii) there has been a material adverse change in Tenant’s financial condition from the Effective Date of this Lease Agreement, (iii) Tenant has sublet or assigned any portion of the Leased Premises. Tenant shall not have the right to submit assign the dispute Renewal Option to any sublessee or assignee of the appraisal process hereinafter set forth. The amount Leased Premises of Fair Market Value determined pursuant to Tenant, nor may any such appraisal process shall be final and binding between sublessee or assignee exercise the parties. The appraisal process shall be conducted as follows: Renewal Option or (aiv) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall has not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on exited its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Valueexisting Chapter 11 bankruptcy. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term D. As used in this Lease shall include such Renewal Term.Agreement, the term “Prevailing Market Rental Rate” means, as to any space subject to this Lease Agreement for which it is being determined (the “Subject Premises”), the annual amount of “gross” rental that a willing tenant would pay in a similar type transaction (i.e., renewal) and a willing landlord would accept in arm’s length, bona fide negotiations for lease of the Subject Premises to be executed at the time of determination and to commence on the commencement of the subject lease term, based upon other lease transactions made in the Building and other comparable office buildings in the Katy Freeway West area of Houston, Texas, taking into consideration all relevant terms and conditions of any comparable leasing transactions, including, without limitation: (i) location, quality and age of the building (taking into consideration renovations); (ii) use and size of the space in question; (iii) location and/or floor level within the building; (iv) extent of leasehold improvement allowances (considering existing improvements); (v) the amount of any abatement of rental or other charges; (vi) parking charges or inclusion of same in rental; (vii) lease takeovers/assumptions; (viii) club memberships; (ix) relocation allowances;

Renewal Option. Landlord Section 29.01. Provided that this Lease shall not have been previously terminated, Tenant shall have and is hereby grants granted one (1) option to Tenant two renew or extend the Term for one (2), 1) additional period of five (5) year options to extend this Lease years (each a “the "Renewal Term”Period"). Subject to the provisions of Section 29.03, the renewal option shall be exercisable by Tenant must by giving written notice of the exercise each of such renewal option to extend not later than twelve Landlord at least nine (129) months prior to the expiration of the initial term or Term. In the event that Tenant exercises the option to renew this Lease in accordance with the provisions hereof, then the Term shall be extended term hereof by notice in writing accordingly. Except as otherwise expressly provided herein, the Renewal Period shall be upon the same terms, covenants and conditions as set forth herein with respect to Landlordthe immediately preceding portion of the Term. All terms and provisions of references in this Lease to the Term shall be applicable construed to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on mean the date such extension shall begininitial Term and the Renewal Period, unless the context clearly indicates that another meaning is intended. For purposes hereofof this Lease, no distinction is made between the “FMV” terms "extend" and renew," or “any variations thereof (a) The Annual Rental for the Premises payable pursuant to Section 5.01 for the first Lease Year of the Renewal Period shall be the then-current Fair Market Value” Value Rate (as defined below) of the Premises as of the commencement of the Renewal Period multiplied by the Rentable Area of the Premises. For purposes of the preceding sentence, and for purposes of all other determinations of the Fair Market Value Rate pursuant to this Lease, the applicable percentage of the "Fair Market Value Rate" shall mean the fair rental value thereof be increased each Lease Year by whatever periodic adjustment or factor ("Market Escalation Factor"), CPI or otherwise, that would be agreed upon between a landlord and a tenant executing entering into a new lease in a comparable building, assuming the same assumptions set forth in Section 29.04. The Market Escalation Factor shall be determined in the same manner and at the same time as the Fair Market Value Rate as provided in Sections 29.02(b) and 29.04. (b) Within thirty (30) days after Landlord has received notice from Tenant that Tenant has exercised its option to extend the Term, Landlord shall send to Tenant a written notice specifying the Fair Market Value Rate as determined by Landlord in accordance with Section 29.04. Within thirty (30) days after receipt of such notice from Landlord, Tenant shall send Landlord a written notice of Tenant's acceptance or challenge of Landlord's determination of such rate; provided, however, that in the event that Tenant falls to respond within such thirty (3 )0) day period, Tenant shall be deemed to have accepted Landlord's determination of the Fair Market Value Rate. In the event that Tenant challenges Landlord's determination of the Fair Market Value Rate and Landlord and Tenant are not able to agree on such rate within fifteen (15) days (the "Negotiation Period") after Tenant notifies Landlord of Tenant's initial rejection of Landlord's determination of such rate, then Landlord and Tenant shall each, within fifteen (15) days after the expiration of the Negotiation Period, select an appraiser, each of whom shall be a MAI-certified real estate appraiser with ten years experience in the District of Columbia greater metropolitan area office market, who shall determine the Fair Market Value Rate in accordance with Section 29.04. The appraisers shall be instructed to complete the appraisal procedure and to submit their written determinations to Landlord and Tenant within thirty (30) days after their meeting. In the event that the determination of the Fair Market Value Rate submitted by Landlord's appraiser is less than or equal to one hundred ten percent (110%) of the determination of the Fair Market Value Rate submitted by Tenant's appraiser, the Fair Market Value Rate shall be the average of such determinations. If the determination of the Fair Market Value Rate submitted by Landlord's appraiser is greater than one hundred ten percent (110%) of the determination of the Fair Market Value Rate submitted by Tenant's appraiser, the appraisers shall, within ten (10) days, appoint a third appraiser with similar qualifications to make such determination of Fair Market Value Rate in accordance with the foregoing limitations. In the event that the two appraisers cannot agree as to the selection of the third appraiser within fifteen (15) days after Landlord and Tenant are notified of the determination of the appraisers, either party may request that the President of the Washington, D.C. Association of Realtors appoint the third appraiser. The third appraiser shall be instructed to complete the appraisal procedure and to submit a written determination of the Fair Market Value Rate to Landlord and Tenant within thirty (30) days after such appraiser's appointment. The determination which is neither the highest nor the lowest of the three determinations of such rate shall be binding upon Landlord and Tenant as the Fair Market Value Rate. Landlord and Tenant shall each bear the costs of their respective appraisers. The expenses of the third appraiser shall be borne one-half (1/2) by Landlord and one-half (1/2) by Tenant. Section 29.03. The renewal option referred to in Section 29.01 above may not be exercised by Tenant if, at the time specified in Section 29.01 for exercising such option, (i) this Lease shall not be in full force and effect, (ii) an event of default (as defined in Section 23.01) shall have occurred and shall be continuing after the expiration of the applicable cure period, or (iii) Landlord, in its sole and absolute judgment, determines that it needs the Premises for its own use. With respect to comparable space provision (iii) above, Landlord shall notify Tenant in writing (the "Recapture Notice")of Landlord's determination within thirty (30) days after Landlord has received notice from Tenant that Tenant intends to exercise its option to extend the Term. If Landlord sends to Tenant the Recapture Notice, Tenant shall have the right to cause the Term to be extended until the later of (i) the date which is ten (10) months after Tenant receives the Recapture Notice, or (ii) the originally scheduled Lease Expiration Date. If Tenant shall fail to exercise the renewal option during the time or in the manner provided in Section 29.01 for the exercise thereof, or if at the time specified for the exercise of such renewal option Tenant shall not be entitled to exercise such option because of the provisions of this Section, then, and in either such event, the renewal option shall be absolutely void and of no force and effect. Section 29.04. For purposes of this Lease, the term "Fair Market Value Rate" means the fair market rental rate per square foot of Rentable Area of the Premises, that would be agreed upon between a landlord and a tenant entering into a new lease in a comparable building located in Lawrenceof comparable age, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: : (iA) the landlord and tenant are typically motivated; (B) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; interest; (iiC) the rental is unaffected by concessions, special financing amounts and/or terms, or unusual services, fees, costs or credits in connection with the leasing transaction; (D) the Premises are fit for immediate occupancy and use "as is" and no work is required to be done by landlord and no work has been carried out thereon by any prior tenant, its subtenant, or their predecessors in interest during the term which has diminished the rental value of the Premises; (E) in the event the Premises have been destroyed or damaged by fire or other casualty, they have been fully restored; (F) the Premises are to be let with vacant possession and subject to the provisions of this Lease for a five-year term (taking into account the provisions of this Lease, including without limitation Articles 6 and 8 hereof); and (G) market rents then being charged for comparable space in other similar office buildings in comparable locations in Bethesda, Maryland. In no event, however, shall reflect the condition Fair Market Value Rate be less than the Annual Rental per square foot of Rentable Area of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this immediately preceding Lease shall include such Renewal TermYear.

Renewal Option. Landlord hereby grants Provided Tenant complies with all terms and conditions of the Lease and is not, at the time of exercise, in default, Tenant shall have an option to Tenant two renew the Lease (2the “Renewal Option”), for an additional five (5) year options to extend this Lease years (each a the “Renewal Term”). The renewal of the Lease would be on the same terms and conditions of this Lease except for Base Rent which shall be calculated as provided below. If Tenant must elects to exercise each option the Renewal Option, it shall give written notice to extend not later than twelve Landlord at least one hundred eighty (12180) months days prior to the expiration of the initial original five (5) year Term. Provided the Renewal Option has been properly exercised, wherever the term or extended term hereof by notice “Term” appears in writing to Landlord. All terms and provisions of this Lease Lease, it shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on include the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In NONE [GRAPHIC REMOVED HERE] RBC PO Box 1220 Centura Date of Issue: March 12, 2002 Expiry Date: M▇▇▇▇ ▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇ Bank Letter of Credit Number Advising Bank Letter of Credit Number 2002-77 Beneficiary Applicant Applicant LARSCOM, INCORPORATED Silicon Wireless Corporation 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ 6▇▇ ▇▇▇▇▇ ▇▇▇▇▇ Milpitas, CA 95305 D▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Amount Currency One Hundred Fifty Three Thousand Four Hundred $153,473.00 U.S. Dollars Seventy-Three Dollars &00/100 Beneficiary signed statement reading: We understand and agree that at any and all times Beneficiary shall be entitled to draw upon this Irrevocable Standby Letter of Credit in the event that Tenant disputes Beneficiary provides us with a written statement purportedly signed by one of its officers reading: “This draw in the amount claimed by Landlord of One Hundred Fifty Three Thousand Four Hundred Seventy-Three Dollars & 00/100 ($153,473.00) under your Irrevocable Standby Letter of Credit No. 2002-77 represents funds due and owing to us as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address a result of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, LandlordApplicant’s failure to do so shall constitute a waiver perform its obligations under that certain Sublease by and between LARSCOM, INCORPORATED, as landlord, and Silicon Wireless Corporation, as Tenant.” We acknowledge and agree that upon receipt of the right thereto and Tenantdocumentation required herein, we will honor Beneficiary’s appraiser shall determine draws against this Irrevocable Standby Letter of Credit without inquiry into the Fair Market Value. (b) In accuracy of Beneficiary’s signed statement regardless of whether Applicant disputes the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange content of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsstatement. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants A. Tenant shall have the option to Tenant two extend and renew the term of this lease with respect to the then existing demised premises, in its then “as is” condition, for one (2), 1) additional period of five (5) year options to extend this years, commencing on the first day of the sixteenth Lease Year and ending on the last day of the twentieth Lease Year (each a the “Renewal Extended Term”), upon the same terms and conditions as contained in this lease (unless changed or modified by mutual agreement) except that (i) the fixed annual rental rate, without electricity (and subject to operating expense and real estate tax escalation additional rents pursuant to paragraphs B and C of Article 2 hereof, respectively), for the Extended Term shall be a sum equal to one hundred percent (100%) of the fair and reasonable annual market rental rate for the demised premises as of the first day of the Extended Term, taking into account the rentals at which leases are being concluded for comparable space in the building and in comparable buildings in the same rental area as the building and all other relevant factors, including the new Base Year and base tax year applicable to the Extended Term, as hereinafter provided; (ii) for the Extended Term: under paragraph B of Article 2, the term “Base Year” shall mean the Expenses for the building project for the calendar year during which the commencement date of the Extended Term occurs; and the first “comparative year” under said paragraph B of Article 2 shall be the calendar year immediately following such calendar year during which the commencement date of the Extended Term occurs; (iii) for the Extended Term: under paragraph C of Article 2, the term “base tax year” shall mean the real estate taxes assessed against the building project for the New York City real estate tax year during which the commencement date of the Extended Term occurs; and the first “comparative year” under said paragraph C of Article 2 shall be the New York City real estate tax year immediately following such base tax year; and (iv) this lease, as extended for the Extended Term, shall contain no renewal option. The exercise of such option shall only be effective upon, and in strict compliance with, the following terms and conditions: (a) Written notice of the exercise of such option shall be given by Tenant must exercise each option to extend Landlord not later than twelve (12) months prior to the expiration Expiration Date of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease lease (the “Initial Term”). Time shall be applicable to each extended of the essence in connection with any exercise of such option by Tenant hereunder. (1) The fair and reasonable annual market rental rate for the demised premises effective as of the commencement of the Extended Term shall take into account, also, the five (5) year term except Base Rent which of the extension, and it shall be ninety-five percent determined, as aforesaid, during the last six (95%6) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” months of the Premises shall mean Initial Term. On or before the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrencecommencement of such six (6) month period, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide notify Tenant with its of Landlord’s determination of FMV within sixty such fair and reasonable annual market rental rate for the demised premises. Within thirty (6030) days after the date that later of (x) the commencement of such six (6) month period, or (y) Tenant’s receipt of Landlord’s determination of such fair and reasonable annual market rental rate, Tenant exercises a Renewal Termshall respond to Landlord’s notice with Tenant’s determination of the fair and reasonable annual market rental rate for the demised premises. In the event that Upon receipt of such notice from Tenant, Landlord and Tenant disputes shall seek to agree as to the amount claimed of such fair and reasonable annual market rental rate for the demised premises. If they shall not agree as to such rate within thirty (30) days after receipt of such notice from Tenant, then and in such event said fair and reasonable annual market rental rate shall be determined by Landlord appraisal as Fair Market Value hereinafter in this Article provided. (2) If at the commencement date of the Extended Term, the amount of the fixed annual rental rate payable during said term in accordance with the foregoing paragraphs of this Article shall not have been determined, then, pending such determination, Tenant shall pay fixed annual rent at a rate equal to 100% of (x) the fixed annual rental rate payable hereunder as of the last month of the Initial Term, plus (y) the sum of the operating expense and real estate tax escalation additional rent payable under paragraphs B and C of Article 2 hereof, respectively, for the last twelve (12) months of the Initial Term (the “Temporary Rate”). After the determination by appraisal or agreement, as the case may be, of the fair and reasonable annual market rental rate for the demised premises, if the fixed annual rental rate payable pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementArticle is greater than the Temporary Rate, Tenant shall have pay to Landlord, within thirty (30) days after receipt of Landlord’s invoice, the difference between the rent theretofore paid at the Temporary Rate and the greater rental rate determined after the appraisal or agreement, as the case may be; and the greater fixed annual rental rate so determined after the appraisal or agreement, as the case may be, shall be payable during the Extended Term; however, if the fixed annual rental rate payable pursuant to this Article is less than the Temporary Rate, Landlord shall promptly pay to Tenant the difference between the rent theretofore paid at the Temporary Rate and the lesser rental rate determined after the appraisal or agreement, as the case may be (or, at Landlord’s option, Tenant shall be entitled to a rent credit in such amount, to be applied, until fully depleted, against the next rent due under this lease); and the lesser fixed annual rental rate so determined after the appraisal shall be payable during the Extended Term. (c) Upon determination of the fixed annual rent for the Extended Term, Landlord and Tenant shall execute, acknowledge and deliver to each other an agreement specifying the amount of the fixed annual rental rate for the Extended Term (but any failure to execute such an agreement shall not affect Tenant’s obligation to pay and Landlord’s right to submit receive such fixed annual rent). (d) Tenant shall not be in default beyond any grace period under any of the dispute terms, covenants and conditions of this lease at the time Tenant gives written notice to Landlord of its election to extend the term of this lease. (e) As provided in Article 32A(b), if Landlord and Tenant shall be unable to agree as to the appraisal process hereinafter fair and reasonable annual market rental rate by the date hereinabove set forth. The amount of Fair Market Value determined pursuant to , then and in such appraisal process event said fair and reasonable annual market rental rent for the demised premises shall be final and binding between the parties. The determined by appraisal process shall be conducted as follows: (a1) Tenant Either party shall make demand for appraisal in writing give a notice to the other, stating the name and address of an impartial person to act as appraiser hereunder, and within thirty (30) business days after service the receipt of Landlord’s determination such notice, the other party shall give notice to the sender of Fair Market Value given under this Section 34 specifying therein the first-mentioned notice, likewise, stating the name and address of the an impartial person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Valuehereunder. (b2) The appraisers so specified in such notices shall be licensed real estate brokers doing business in Manhattan, each having not less than fifteen (15) years active experience as real estate brokers specializing in the leasing of office space in said Borough. (3) In making their determinations, the event that two appraisers are chosen pursuant shall consider and follow the directions set forth in this Article. (4) Before proceeding to paragraph determine the fair and reasonable annual market rental rate for the demised premises (a) abovethe “rate”), as aforedescribed, the appraisers so chosen appointed shall meet subscribe and swear to an oath fairly and impartially to determine such rate. If, within ten thirty (1030) business days after following the second appraiser is appointed andappointment of the latter of said appraisers, if within ten (10) business days after such first meeting the said two appraisers shall be unable to agree upon a determination of Fair Market Valuethe said rate, they the said appraisers shall appoint a appoint, by an instrument in writing, as third appraiser, who an impartial person, similarly qualified, who, within ten (10) days of such appointment, shall find as correct the rate that was determined by either the appraiser specified by Landlord or the appraiser specified by Tenant and render a written decision fixing such rate as the fair and reasonable annual market rental rate for the demised premises, which written decision shall be a competent binding and impartial person with conclusive on the same minimum qualifications and experience as is required parties. The third appraiser may not select any rate other than the one specified by the appraiser appointed by Landlord or the one specified by the appraiser appointed by Tenant. The written decision of the first two appraisers. The three appraisers so appointed fixing such rate, or the written finding of such third appraiser fixing such rate, as the case may be, shall decide be binding and conclusive on the disputeparties. (5) If, if it has not previously after notice of the appointment of an appraiser, the other party shall fail, within the above specified period of thirty (30) days, to appoint an appraiser, such appointment of a similarly qualified appraiser may be made, upon application without notice by the person who shall have been resolvedappointed an appraiser, by following the procedure set forth below: Where then President of the issue canReal Estate Board of New York, Inc., or such successor body hereafter constituted exercising similar functions (or if there be no Real Estate Board or its successor, or if its President will not so act, then such appointment shall be resolved made by agreement a Justice of the Supreme Court, New York County, then presiding in Special Term, Part II thereof, or the equivalent of said Part II). If the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue aforesaid shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies unable to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightagree, within thirty (30) days after following the date appointment of Tenant’s renewal election noticethe latter of said appraisers, upon such rate and shall fail to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty appoint in writing a third appraiser within fifteen (3015) day period (failing whichdays thereafter, the existing RSF for the Premises and Building necessary appraiser shall remain in place for the Renewal Termbe appointed by said President (or by said Justice). If Tenant reasonably determines that such new measurement is in excess any appraiser appointed as aforesaid by either of the actual RSFparties, it by said President, by said Justice, or by the two appraisers so appointed, shall die, be disqualified or incapacitated or shall fail or refuse to act, before such rate shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such noticebeen determined, the new measurements necessary appraiser shall govern be promptly appointed by the person or persons who appointed the appraiser who shall have died, become disqualified or incapacitated, or who shall have failed or refused to act, as aforesaid. (6) Landlord and Tenant shall each pay the fees of the person acting as appraiser hereunder for Landlord and Tenant, respectively, and Landlord and Tenant shall each pay one-half (1/2) of the fees of any third appraiser appointed pursuant to the above provisions. B. The exercise of this Renewal Term). To Option by Tenant shall be conditioned upon the extent that occupancy of at least seventy-five percent (75%) of the then rentable square foot area of the demised premises by Tenant exercises a Renewal Term, the definition and/or any Affiliate of Term in this Lease shall include such Renewal TermTenant or Desk Space User.

Renewal Option. Landlord hereby grants 1.5.1. Tenant is granted the right and option (the "Renewal Option") to Tenant two extend the term of this Lease for the entire Premises for one (2), 1) additional period of five (5) year options to extend this Lease years, and if such renewal is effectively exercised, such renewal term (each a “the "Renewal Term”). ") shall commence upon the expiration of the previous term of this Lease, provided that: (a) Such option must be exercised, if at all, by notice from Tenant must exercise each option to extend not later than twelve Landlord given at least one hundred eighty (12180) months days prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions Lease Term; and (b) At the time of exercising such option, this Lease shall be in full force and effect and there shall exist no default by Tenant that remains uncured beyond any applicable period of grace. 1.5.2. If Tenant effectively exercises the Renewal Option, all the terms and conditions contained in this Lease shall continue to each extended term apply except Base that: (a) There shall be no further right of renewal beyond the Renewal Term; (b) The Renewal Option shall apply to all (and not less than all) of the Premises, plus any additional space leased by Tenant pursuant to any option contained herein or otherwise; (c) If Tenant shall have assigned this Lease or sublet in excess of twenty-five percent (25%) of the Premises, except to as otherwise permitted in this Lease, this Renewal Option shall automatically expire and be null and void with respect to that portion of the Premises so assigned or sublet; (d) Tenant shall enter into an amendment to this Lease to set forth the amount of initial Rent which during such Renewal Term; (e) The Rent during such Renewal Term shall be ninety-five percent (95%) of the then current fair market value (“FMV” or “Fair Market Value”) on rental rate for similar buildings in the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable same geographic area including all applicable market concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualifiedescalations. If Landlord fails and Tenant are unable to notify Tenant of reach agreement on the appointment of its appraiser within or by current fair market rental rate for the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet Premises within ten (10) business days after Tenant's written notice to Landlord of such renewal, then such determination shall be made using the second appraiser is appointed and, if three broker method as follows: within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required expiration of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by ten (10) business day period for Landlord and Tenant or settlement between the parties during the course of the appraisal processto reach mutual agreement as contemplated above, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay select a commercial real estate broker who is licensed and in good standing in the Commonwealth of Virginia, who has at least five (5) years experience, and who is knowledgeable about the Reston area and commercial leasing therein. To determine the current fair market rental rate, the brokers shall consider comparable office leases in the Reston area and shall compare all relevant factors including (1) the age, quality, function, location and condition of the Building; (2) the time period covered by the Renewal Term; (3) the amount of space being leased under the comparable leases as compared to the amount of space within the Premises; and (4) market concession such as, but not limited to, rental abatement and comparable tenant improvement allowances for renewals and new leases (as the case may be). Such brokers shall also make appropriate adjustments in their calculation to account for any costs or expenses (or savings) which relate to the inclusion or exclusion of specific operating costs items (i.e., cost of electricity, etc.) and different base years which may be applicable to such full service lease(s), or which are unique to the particular comparable office leases in those Reston office buildings used in arriving at their calculation of the current fair market rental rate for the fees Premises as set forth above. If Landlord's broker and disbursements of any appraiser appointed by it and shall share equally in Tenant's broker are unable to agree upon the fees and expenses of any third appraiser. In the event that Tenant exercises its option current fair market rental rate for the first Renewal Term, Landlord shall have the right, Premises within thirty (30) days after the date of Tenant’s renewal election noticetheir selection, to have the Premises they shall mutually select a similarly qualified third (3rd) broker, and the Building remeasured by its architect based on third (3rd) broker shall determine the current fair market rental rate for the Premises. If the determination of the third broker falls between the determination of Landlord's broker and Tenant's broker, the Rent during the Renewal Term shall be ninety- five percent (95%) of the third broker's determination of the current fair market rental rate for the Premises. However, if the determination of the third broker does not fall between the determinations of Landlord's broker and Tenant's broker, the Rent during the Renewal Terms shall be ninety-five percent (95%) of the average of the two closest broker's determinations. 1.5.3. In the event Tenant fails to exercise the foregoing option in the manner and within the time period set forth herein, the Lease shall automatically terminate at the end of the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing whichterm, the existing RSF for the Premises applicable Renewal Option shall lapse and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt no further right or option to extend the term of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermLease.

Renewal Option. Landlord hereby grants to Tenant two (2), five (5a) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior Subject to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementArticle 50, Tenant shall have the right option (the "Renewal Option") to submit extend the dispute term of this Lease for (x) the entire Premises or (y) 80% or more of the Premises (which 80% shall include the entire rentable area of the 42nd floor of the Building) (but if for a portion of the Premises described in this clause (y), then each portion of the Renewal Premises must be contiguous (vertically or horizontally) to another portion of the appraisal process hereinafter set forth. The amount Renewal Premises) ( the portion of Fair Market Value determined pursuant the Premises for which Tenant exercises such renewal option, the "Renewal Premises") for one (1) additional period of five (5) years (the "Renewal Term"), which Renewal Term shall commence on April 1, 2021 and end on March 31, 2026; provided that on the date that Tenant gives Landlord notice (the "Renewal Notice") of Tenant’s election to such appraisal process shall be final and binding between exercise the parties. The appraisal process shall be conducted as follows: Renewal Option, (a) this Lease has not been previously terminated, (b) no monetary default or material non-monetary beyond applicable notice and cure periods has occurred and is continuing, (c) the Minimum Occupancy Requirement is satisfied, (d) the Minimum Demise Requirement is satisfied, and (e) the Initial Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value.Requirement is satisfied (b) In The Renewal Option shall identify the event that two appraisers are chosen pursuant Renewal Premises and shall be exercisable only by Tenant's delivering the Renewal Notice to paragraph Landlord not later than March 31, 2020 (as to which date time shall be of the essence). Landlord shall have the right to declare Tenant's exercise of the Renewal Option ineffective if (a) abovea monetary default or material non-monetary default has occurred and is continuing (after applicable notice and cure periods) on ▇▇▇▇▇ ▇▇, ▇▇▇▇, (▇) the Minimum Occupancy Requirement is not satisfied as of March 31, 2021, (c) the Minimum Demise Requirement is not satisfied as of March 31, 2021, or (d) as of March 31, 2021, the appraisers so chosen shall meet within ten (10) business days after the second appraiser Initial Tenant Requirement is appointed andnot satisfied, if within ten (10) business days after such first meeting the two appraisers shall be unable in either case by giving notice thereof to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of period commencing March 31, 2021 and ending on the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty date that is fifteen (2015) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination New Expiration Date (it being understood that (x) if Landlord so declares Tenant's exercise of the Fair Market ValueRenewal Option ineffective, supported by then the reasons therefore, with counterpart copies to each party. The appraisers Term shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be terminate on the average of the three appraisals. fifteenth (c15th) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days day after the date that Landlord gives Tenant notice of Tenant’s renewal election notice, such declaration (in which case Tenant shall pay the rental due hereunder in respect of the Renewal Term to have the Premises and extent accruing during the Building remeasured by its architect based period commencing on the then current BOMA standards. Landlord shall provide Tenant with its calculation first day of RSF for the Premises and Building for the entire Renewal Term and ending on or before the expiration of such thirty date that the Term so terminates), and (30y) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term nothing contained in this Lease shall include such Renewal TermSection 50.01(b) limits Landlord's other rights or remedies after the occurrence of a default beyond applicable notice and cure periods).

Renewal Option. Landlord hereby grants to Tenant shall have two (2)) successive options to renew this Lease (each, a “Renewal Option”) each for either a ten (10) or five (5) year options to extend this Lease extended term (each a “Renewal Term”), and at Tenant’s sole election for any of the following: (i) the entirety of all four (4) Buildings; (ii) the entirety of all of the North, South, and West Buildings; or (iii) the entirety of all of the North, South, and West Buildings plus the number of full floors of the East Building designated by Tenant, provided that the remaining floors are contiguous (that is, Tenant may exercise the Renewal Option as to the following: (A) the first floor; (B) first and second floors; (C) first, second and third floors; (D) the fourth floor; (E) the third and fourth floors; or (E) the second, third and fourth floors). Each Renewal Term shall commence immediately following the Expiration Date or the expiration of the prior Renewal Term, as applicable (the “Applicable Expiration Date”), and end on the tenth (10th) or fifth (5th) anniversary of the Applicable Expiration Date (as applicable), and each Renewal Term shall be upon the same terms and conditions as this Lease except for Base Rent, which shall be determined as described below, and the Renewal Option thus exercised shall no longer exist. In order to exercise any Renewal Option, Tenant must shall give written notice (the “Election Notice”) to Landlord of Tenant’s intention to exercise each option to extend such Renewal Option not later less than twelve twenty-four (1224) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent Applicable Expiration Date (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of Outside Option Exercise Date”), which notice shall specify whether the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts Renewal Term is for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after year or five (5) period and whether the service Renewal Option is exercised as to all four (4) Buildings, or for only the North, South, and West Buildings combined, or for the North, South, and West Buildings and a designated floor or floors of the demand for appraisalEast Building, Landlord and the giving of such notice shall give not be effective if Tenant is, at the time the notice to Tenantis given, specifying in Default under this Lease. If such notice is not so given, the name Renewal Option and address any subsequent Renewal Options shall terminate. Each Renewal Option shall be available only in respect of the person designated by Landlord to act Premises as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant constituted as of the appointment time the Renewal Option is exercised, and shall not apply in respect of its appraiser within any area that has been or may be excluded or removed from the Premises by the time above specified, Landlordreason of Tenant’s failure to do so shall constitute exercise a waiver prior Renewal Option. If either option is exercised as to less than all of the right thereto area that has theretofore been included within the Premises, Tenant shall surrender possession of the area not covered by the Renewal Option to Landlord, on the last day of the Term as in effect prior to exercise of the Renewal Option, in the condition and in the manner provided in this Lease for surrender at the end of the Term, including (without limitation) the removal of all of Tenant’s appraiser Property as provided under this Agreement from the surrendered area. If Tenant timely delivers the Election Notice to Landlord, Landlord and Tenant shall determine be deemed to have entered into an extension of this Lease with respect to the Fair Market Value. (b) In Premises for the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after or five (5) year extended terms, as applicable, on the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent terms and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure conditions set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsherein. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants to Tenant two Lessee may at its option renew the lease of the Facility hereunder (2i) at the end of the Primary Term or Fixed Rate Renewal Term for a Renewal Term or Terms that, in the aggregate, consist of not more than three (3) three year renewal periods (each such three year term being herein called a "Fixed Rate Renewal Term"), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend ending not later than December 31, 2024 and (ii) at the end of the Primary Term, any Fixed Rate Renewal Term or any Fair Market Value Renewal Term, for successive Renewal Terms (each such term being herein called a "Fair Market Value Renewal Term") of no less than two years; provided, however, that (i) Lessee shall give Lessor notice of each such renewal, which shall be irrevocable, at least twelve (12) months and no more than fifteen months prior to the expiration of, as the case may be, the Primary Term, any of the initial term Fixed Rate Renewal Terms or extended term hereof any of the Fair Market Value Renewal Terms, (ii) such renewal shall not be prohibited by notice any Applicable Law, (iii) no Lease Event of Default shall have occurred and be continuing on the day preceding the first day of such Renewal Term and (iv) the final Fair Market Renewal Term in writing to Landlordthe Term shall end on or before December 31, 2024. All terms and of the provisions of this Lease shall be applicable to during such Renewal Term, except that (x) the Rent payable on each extended term except Base Rent which Payment Date during each Fixed Rate Renewal Term shall be ninety-five percent in an amount determined by multiplying .50 by the amount of Rent payable on each Rent Payment Date during the Primary Term, and (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (iy) the landlord and tenant are well informed and well advised and Rent for each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and Renewal Term shall be the Fair Market Rental Value of the Facility, as of the first day of such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant Renewal Term, for a period equal to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name Renewal Term, and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience payable in the field and a qualified member of the American Institute of Real Estate Appraisersequal quarterly installments, or any successor of in arrears, on each Rent Payment Date during such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants a. Provided Tenant is not in default of any term or condition at the time of its exercise of notice beyond any applicable notice and cure period, Tenant shall have the right and option to Tenant two renew the Lease for the entire Premises for one (2), five 1) additional and consecutive period of three (53) year options to extend this Lease years (each a the “Renewal Term”) under the same terms and conditions as stated in the Lease (“Renewal Option”), with the exceptions that (a) Tenant shall have no further renewal options to renew the Lease and (b) monthly Base Rent, including the annual escalations for each lease year of the Renewal Term, for the Renewal Term shall be one hundred percent (100%) of the Market Rental Rate, as defined and determined in accordance with the provisions set forth herein. The Renewal Option shall be exercisable by Tenant must exercise each option or any Permitted Transferee of Tenant, if at all, only by timely delivery to extend Landlord of written notice of election (“Tenant’s Renewal Notice”) at least nine (9) months, but not later more than twelve (12) months prior to the expiration Extension Expiration Date. The Renewal Option herein granted shall be deemed to be personal to Tenant and any Permitted Transferee, but if Tenant assigns the Lease to another party other than a Permitted Transferee, such option shall lapse and be of no further force or effect. As they apply to ▇▇▇▇▇▇’s right to extend the term of the initial term or extended term hereof by notice in writing to LandlordLease, the parties acknowledge and agree that the terms “extend,” “extension,” “renew,” and/or “renewal” shall be deemed the same. All terms and provisions Upon any renewal of this Lease pursuant to the terms of this Section 5, Landlord and Tenant shall be applicable execute and deliver an amendment to each extended term except Base Rent which this Lease confirming the same; provided that the failure to so enter into such amendment shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on not vitiate Tenant’s election nor the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” leasing of the Premises for the Renewal Term in accordance with the terms hereof. b. For purposes of this Lease, the term “Market Rental Rate” shall mean the fair then prevailing market rental value thereof rate that would be agreed upon between a willing landlord and a willing tenant executing entering into a lease with respect to or lease renewal for comparable Class A office space and taking into account all relevant factors including, without limitation, the location, configuration, size and use in a comparable Class A office building as to quality, size, location, view, reputation and age located in Lawrencethe submarket surrounding the Complex (“Comparable Building(s)”), Massachusetts for with a comparable term, with build-out and a comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease term assuming the following: : (i1) the landlord and tenant are well informed and well well-advised and each is acting in what it considers to be its own best interests; ; (ii2) the rental value shall reflect tenant will continue to pay Tenant’s Share of Operating Expenses for the condition Adjustment Year over and above the Expense Base Year and Tenant’s Share of Taxes for the Premises Adjustment Year over and all residual value of any improvements to above the PremisesTax Base Year; and and (iii3) the transaction Market Rental Rate takes into consideration the Additional Rent to be paid by the Tenant and all then-applicable brokerage commissionsmarket tenant concessions. Landlord shall provide Tenant with its The determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process Rental Rate shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty Sections 5(c)(1) and (202) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsbelow. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. 1. Provided that (i) both at the time of the exercise of the option hereinafter set forth and at the time of commencement of the Renewal Term (as hereinafter defined) this Lease is in full force and effect, and provided further that no Event of Default is continuing hereunder and (ii) Tenant has neither assigned its interest under this Lease or subleased all or any portion of the Premises nor offered to so assign this Lease or sublease all or any portion of the Premises, and (iii) Tenant is in occupancy of the entire Premises for the purpose of conducting its own business, Tenant is hereby granted the option to renew the Term of this Lease for one (1) period of sixty (60) months (the "Renewal Term"). The Renewal Term is to commence immediately upon the expiration of the initial Term. Once Tenant has served a Renewal Notice (as hereinafter defined) upon Landlord, Tenant shall be bound for the entire applicable Renewal Term by the terms and conditions of this Lease, as the same is modified pursuant to this Article 39. Tenant shall exercise the option to renew only by delivering irrevocable written notice of such election (a "Renewal Notice" ) to Landlord hereby grants to Tenant two not less than one (2), five (51) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Landlord does not receive the Renewal Notice within such notice period (time being of the essence with respect thereto), then such option to renew the Term shall, upon the expiration of such time period, become null and void and be of no further force or effect and Tenant disputes shall, at the amount claimed request of Landlord, execute an instrument in form and substance acceptable to Landlord confirming such facts. 2. The Renewal Term shall be upon the same terms and conditions of this Lease, except that (a) the Rent during the Renewal Term shall be payable at an annual rate per rentable square foot equal to the greater of (1) ninety-five (95%) percent of the annual fair market rental rate for the Premises for the Renewal Term ("FMR"), as such FMR is determined (x) by agreement between Landlord as Fair Market Value pursuant and Tenant on or before the date (the "FMR Agreement Date" ) which is sixty (60) days prior to the end of the initial Term or (y) in the absence of such agreement, by the Three Appraiser Method set forth in Section 3 of this Section 34 and such dispute cannot be resolved by mutual agreementI, or (2) the Rent in effect during the last year of the initial Term; (b) Tenant shall have no option to renew this Lease beyond the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address expiration of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field Renewal Term; and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value the Premises shall be final and binding upon delivered in their existing condition (on an "as is" basis) at the partiestime the Renewal Term commences. Landlord and Tenant shall each pay attempt to negotiate in good faith a mutually acceptable determination of the FMR prior to the FMR Agreement Date. FMR, as used herein, shall be deemed to be the fair market rental rate (i.e., the rental rate payable by a willing tenant to a willing landlord for like and comparable space), determined as of the date which is six (6) months prior to the Expiration Date, for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermPremises.

Renewal Option. Landlord hereby grants A. Provided that no Event of Default has occurred and is continuing, and not more than fifty percent (50%) of the Premises is being sublet to third parties (in the aggregate) at the time of each such election, Tenant may renew this Lease for two (2), ) additional periods of five (5) year options to extend this Lease years each (each each, a “Renewal Term”) on the same terms and conditions as provided in this Lease (except as set forth below). Tenant must , by delivering written notice of the exercise each option thereof to extend Landlord not later than nine (9) months before the expiration of the then Demised Term. If Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the Demised Term. On or before six (6) months prior to the commencement date of the Renewal Term in question, Landlord and Tenant shall execute an amendment to this Lease extending the Demised Term on the same terms and conditions as provided in this Lease, except as follows: (i) The Base Rent payable during each such Renewal Term shall be the prevailing rental rate, at the commencement of such Renewal Term, for space of equivalent quality, size, utility and location as the Premises, taking into account all relevant factors including, but not limited to, the length of such Renewal Term, the then existing credit standing of the Tenant, the leasehold improvements and any tenant allowance that would be paid in connection with a renewal and the amount of any commission payable by Landlord to Broker (“Market Rate”), determined in accordance with Paragraph 32.B. below; (ii) The 104% cap on Controllable CAM shall not apply to the first twelve (12) months prior of each Renewal Term, but will be applied to the expiration Controllable CAM for the remaining lease years of such Renewal Term resulting in a “reset” of the initial term or extended term hereof cap on the Controllable CAM for each Renewal Term. (iii) The number of renewal options shall be reduced by notice one (1) with each exercise of a renewal option by Tenant in writing to Landlord. All terms and accordance with the provisions of this Paragraph 32; (iv) Landlord shall lease to Tenant the Premises in their then-current condition; and (v) This option is not transferable except to Permitted Transferees; the parties hereto acknowledge and agree that they intend that the aforesaid option to renew this Lease shall be applicable “personal” to each extended term except Base Rent which Tenant and its Permitted Transferees as set forth above and that in no event will any assignee (other than a Permitted Transferee) or sublessee have any rights to exercise the aforesaid option to renew. Tenant’s rights under this Paragraph 32 shall be ninety-five percent terminate if (95%x) of fair market value (“FMV” this Lease or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” Tenant’s right to possession of the Premises shall mean is terminated, or (y) Tenant fails to timely exercise its option and/or fails to timely execute an amendment extending the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease Term of this Lease under this Paragraph 32, time being of the essence with respect to comparable space in a comparable building located in Lawrence▇▇▇▇▇▇’s exercise thereof. If this Lease is renewed or extended, Massachusetts the word “Term” shall include the additional period covered by the renewal or extension, and this Lease shall apply to such additional period except as otherwise provided for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all herein. B. Upon notification from Tenant of the other exercise of a renewal option, Landlord shall within 15 business terms days thereafter notify Tenant in writing of this Lease assuming the followingproposed Market Rate applicable to the Renewal Term in question; Tenant shall, within 15 business days following receipt of such notice from Landlord, notify Landlord in writing of the acceptance or rejection of the proposed Market Rate. If Tenant fails to respond to ▇▇▇▇▇▇▇▇’s designation of Market Rate within said 15-business day period, Tenant shall be deemed to have accepted Landlord’s designation of Market Rate for all purposes. In event of rejection by ▇▇▇▇▇▇, the Market Rate for the Renewal Term in question shall be determined as follows: (i) Within 10 business days following notification of ▇▇▇▇▇▇’s rejection, Landlord and Tenant shall each appoint an appraiser. Any appraiser appointed hereunder (whether by a party hereto or by an appraiser so appointed, as hereinafter provided) shall be impartial, have an office in the landlord and tenant are well informed and well advised and each is acting county in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of which the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementare located, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted at least fifteen (15) years’ experience as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field of warehouse/industrial buildings, and shall be a qualified member of the American Institute of Real Estate AppraisersAppraisers or a successor or similar organization of recognized national standing, some of whose members are frequently employed for appraisal purposes by federal or state governments. The two appraisers appointed shall promptly attempt to agree on a determination of the Market Rate for the Renewal Term in question. The determination of Market Rate by the two appraisers, if they agree, shall be binding on Landlord and Tenant. If the Market Rate determinations of the two appraisers differ by an amount equal to or less than five percent (5%) of the higher of the two determinations of Market Rate, then the Market Rate shall be equal to the arithmetic mean of the two determinations. (ii) If the two appraisers cannot agree upon the Market Rate for the Renewal Term in question within 10 business days following their appointment, or any successor if their determinations of such Institute Market Rate differ by more than five percent (or 5%) of the higher of the two determinations of Market Rate, then the two appointees shall select a third appraiser, but if such organization or successor they are unable to agree on a third appraiser within 5 days, then each appraiser shall not longer select the names of two willing persons qualified to be in existenceappraisers hereunder and from the four persons so named, one name shall be drawn by lot by a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part representative of Tenant to make in the presence of a timely representative of Landlord, and proper demand for such appraisal the person whose name is so drawn shall constitute a waiver be the third appraiser. If either of the right theretofirst two appraisers fails to select the names of two willing, qualified appraisers, as aforesaid, the third appraiser shall be selected by lot from the two appraisers which were selected by the other appraiser for the drawing. Within ten (10) The three appraisers so selected shall confer and immediately proceed to determine the Market Rate for the Renewal Term in question. If the three appraisers fail to agree on such Market Rate within 10 business days after the service appointment of the demand for appraisalthird appraiser, Landlord shall give notice to Tenant, specifying the name and address average of the person designated by Landlord two determinations of Market Rate which are closer to act as appraiser on its behalf who each other than the third determination of Market Rate shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by Market Rate for the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market ValueRenewal Term in question. (biii) In The appraisers selected hereunder shall deliver a signed written report of their appraisal, or the event that average of the two closer appraisals, as the case may be, to Tenant and Landlord. The fee of the appraiser initially selected by Tenant shall be paid by ▇▇▇▇▇▇, the fee of the appraiser initially selected by Landlord shall be paid by ▇▇▇▇▇▇▇▇, and the fee of any third appraiser and any expenses reasonably incident to the appraisal (except attorneys’ fees, which shall be borne by the party incurring the same) shall be shared equally by Tenant and Landlord. Any vacancy in the office of the appraiser appointed by Tenant shall be filled by Tenant, any vacancy in the office of the appraiser appointed by Landlord shall be filled by Landlord, and any vacancy in the office of the third appraiser shall be filled by the first two appraisers are chosen pursuant to paragraph (a) above, in the appraisers so chosen shall meet within ten (10) business days after manner specified above for the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination selection of Fair Market Value, they shall appoint a third appraiser. (iv) If appraisal proceedings are initiated as provided above in order to determine the Market Rate which is applicable to the Renewal Term in question, who the decision and award of the appraisers as to such Market Rate shall be a competent final, conclusive, and impartial person with binding on the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the disputeparties, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved absent settlement by agreement of the two parties prior to the rendering by the appraisers selected by Landlord of any such decision and Tenant or settlement between award. If the parties during Market Rate is not finally determined prior to the course commencement of the appraisal processRenewal Term in question, Tenant shall pay Base Rent based upon Base Rent theretofore in effect under this Lease until the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s final determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place Rate for the Renewal Term)Term in question occurs as provided above. If the final determination of such Market Rate is different from the amount paid by ▇▇▇▇▇▇, Tenant reasonably determines that such new measurement is shall promptly pay to Landlord any deficiency in excess Base Rent or Landlord shall promptly pay to Tenant any overpayment of Base Rent from the commencement of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give in question until such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termfinal determination.

Renewal Option. Landlord hereby grants Tenant shall have the option to Tenant two extend the Term for three (23) separate, consecutive renewal periods (each, a "Renewal Option"), under and subject to the following terms and conditions: (a) The first renewal term (the "First Renewal Term") shall be for a five (5) year options to extend period commencing on the day immediately following the expiration date of the original Term of this Lease and expiring at midnight on the day immediately preceding the fifth (each a “5th) anniversary thereof. The second renewal term (the "Second Renewal Term”)") shall be for a five (5) year period commencing on the day immediately following the expiration date of the First Renewal Term and expiring at midnight on the day immediately preceding the fifth (5th) anniversary thereof. The third renewal term (the "Third Renewal Term") shall be for a four (4) year period commencing on the day immediately following the expiration date of the Second Renewal Term and expiring at midnight on the day immediately preceding the fourth (4th) anniversary thereof. If Tenant fails to exercise any Renewal Option, all subsequent Renewal Options shall be null and void and of no further force and effect. (b) Tenant must exercise each option Renewal Option, if at all, upon at least 180 days' written notice to extend not later than twelve (12) months Landlord prior to the expiration date of the initial term or extended term hereof by then current Term of this Lease, time being of the essence. (c) At the time Tenant delivers its notice in writing of election to exercise the applicable Renewal Option to Landlord. All terms and provisions of , this Lease shall be applicable in full force and effect, Tenant shall not have assigned this Lease or sublet the Demised Premises, and Tenant shall not be in default in the performance of any of its obligation hereunder. (d) Each Renewal Term shall be on the same terms and conditions contained in this Lease, except that (i) subject to each extended term except the last two sentences of this subparagraph (d), the Annual Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “the then current "Fair Market Value”Rental Rate" for the Demised Premises, but in no event more than one hundred fifteen percent (115%) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises Annual Base Rent payable during the final year of the then current Term, and (ii) Tenant shall mean the fair rental value thereof that would not be agreed upon between a landlord and a tenant executing a lease entitled to any allowances or other concessions with respect to comparable space in a comparable building located in Lawrencethe Renewal Terms. Notwithstanding the foregoing, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon event that Tenant shall have assigned this Lease or sublet all or any portion of the other business terms Demised Premises, then the Annual Base Rent for the applicable Renewal Term (and each Renewal Term thereafter) shall be the greater of this Lease assuming the following: (i) ninety-five (95%) of the landlord then current "Fair Market Rental Rate", and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect Annual Base Rent payable during the condition final year of the then current Term. If Tenant shall assign this Lease or sublet all or any portion of the Demised Premises and all residual value of during any improvements Renewal Term, then the Annual Base Rent shall automatically increase to the Premises; andgreater of (i) ninety-five (95%) of the then current "Fair Market Rental Rate", and (ii) the Annual Base Rent payable during the final year of the immediately preceding Term, which adjustment shall be made as of the effective date of the assignment or sublease. (e) As used herein, the term "Fair Market Rental Rate" shall mean the average of the annual rental rates then being charged by Landlord for office space in the Complex for leases commencing on or about the commencement of the Renewal Term (or, if there are not at least two (2) leases for tenants in the Complex that commence on or about the commencement of the Renewal Term, then the annual rental rates then being charged for Class "A" office space in the Conshohocken, Pennsylvania market), taking into consideration the use, location and floor level of the applicable building, leasehold improvements or allowances provided, rental concessions, the term of the lease under consideration, the extent of services provided thereunder, the creditworthiness of Tenant, annual escalations and other adjustments to the base rental and any other relevant term or condition in making such evaluation. Landlord shall determine the Fair Market Rental Rate using its good faith judgment and shall provide written notice of such rate within fifteen (15) days after Tenant's exercise notice pursuant to this Section. Tenant shall thereupon have the following options: (i) to accept such proposed "Fair Market Rental Rate", (ii) to rescind its exercise of the renewal option, or (iii) to notify Landlord in writing that Tenant objects to the transaction takes into consideration the Additional Rent proposed rental rate. Tenant must provide Landlord with written notification of its election within fifteen (15) days after Tenant's receipt of Landlord's notice, otherwise Tenant shall be deemed to be paid have elected clause (i) above and to have accepted Landlord's proposed "Fair Market Rental Rate." If Tenant objects to Landlord's proposed "Fair Market Rental Rate" in accordance with clause (iii) above, Landlord and Tenant shall attempt to negotiate a mutually acceptable rental rate within fifteen (15) days following notification by the Tenant Tenant, and all applicable brokerage commissions. Landlord shall provide Tenant with its if such negotiations have not been concluded within such fifteen (15) day period, either party may require determination of FMV within sixty the Fair Market Rental Rate for the Renewal Term by giving written notice to the other no later than ten (6010) days after the date that Tenant exercises expiration of such fifteen (15) day period, which notice shall designate a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a MAI real estate appraiser or real estate broker with at least ten years’ five (5) years experience in office leasing in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right theretosuburban Philadelphia market. Within ten (10) business days after receipt of such notice, the service other party to this Lease shall select a real estate appraiser/broker meeting the aforesaid requirements and give written notice of such selection to the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualifiedinitiating party. If Landlord fails the two (2) real estate appraisers/brokers fail to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine agree upon the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet Rental Rate within ten (10) business days after selection of the second appraiser is appointed andappraiser/broker, if the two (2) appraisers/brokers shall select a third (3rd) real estate appraiser/broker meeting the foregoing requirements to determine the Fair Market Rental Rate within ten (10) business days after the appointment of the third (3rd) appraiser/broker. The Fair Market Rental Rate applicable to the applicable Renewal Term shall equal the arithmetic average of such first meeting three (3) determinations; provided, however, that if one (1) appraiser's/broker's determination deviates more than five percent (5%) from the two appraisers median of the three (3) determinations, the Fair Market Rental Rate shall be unable an amount equal to agree upon a the average of the other two (2) determinations. The determination of Fair Market Value, they shall appoint a third appraiser, who Rental Rate shall be a competent final, binding and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by conclusive on Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants 46.01 Tenant shall have the option (the “Renewal Option”) to Tenant two extend the term of this lease for one (2), 1) additional five (5) year options to extend this Lease period (each a the “Renewal Term”). , which Renewal Term shall commence on the date immediately succeeding the fixed expiration date hereof and shall end on the fifth (5th) anniversary of such expiration date (the “Renewal Expiration Date”), provided that: (a) this lease shall not have been previously terminated and that Tenant must exercise each option to extend shall not later than twelve be in default (12beyond any applicable notice and cure period) months prior to in the expiration observance or performance of any of the initial term terms, covenants or extended term hereof by notice in writing to Landlord. All terms and provisions conditions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent lease (95%) of fair market value (“FMV” or “Fair Market Value”i) on the date such extension Tenant gives Owner irrevocable written notice (the “Renewal Notice”) of Tenant’s election to exercise the Renewal Option, and (ii) on the Expiration Date, and (b) the original named Tenant shall beginbe (or will, at the commencement of the Renewal Term, be) in actual occupancy of the entire premises, and shall not have (or is not intending to) sublet all or any portion of the premises for the Renewal Term (it being understood that the foregoing requirements set forth in clause (a) and/or (b) may be waived by Owner, in its sole discretion, at any time). For purposes hereof(The provisions of this clause (b) shall not be construed to modify the operation of the provisions of Article 41 during the Renewal Term.) 46.02 The Renewal Option shall be exercised with respect to the entire premises only and shall be exercisable by Tenant delivering the Renewal Notice to Owner not later than September 30, 2007. Time is of the essence with respect to the giving of the Renewal Notice. 46.03 If Tenant exercises the Renewal Option in accordance with the terms of this Article, the “FMV” or “Fair Market Value” of Renewal Term shall be upon the Premises same terms, covenants and conditions as those contained in this lease, except that (i) the Fixed Rent shall be deemed to mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a Fixed Rent as determined pursuant to Section 46.04 of this Article; (ii) any provisions of this lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts any initial abatement of Fixed Rent and Additional Rent shall not be applicable during the Renewal Term; (iii) the provisions of Section 46.01 relative to Tenant’s right to renew the term of this lease shall not be applicable during the Renewal Term; (iv) the expiration date of this lease shall be defined as the Renewal Expiration Date; and (v) the Base Tax shall be the Taxes for a comparable term, with comparable concessions and other incentives being offered in the market at Tax Year ending immediately prior to the time and upon all commencement of the other business terms of this Lease assuming Renewal Term. 46.04 The Fixed Rent for the followingRenewal Term shall be calculated as follows: (i) The annual Fixed Rent for the landlord Premises for the Renewal Term shall be an amount equal to the greater of (a) the Fair Market Rent (hereinafter defined), or (b) an amount (the “Annual Rent”) equal to the aggregate of (x) the Fixed Rent payable by Tenant for the twelve-month period ending on September 30, 2008, and tenant are well informed (y) Tenant’s Tax Payment payable with respect to the Tax Year ending immediately prior to the commencement of the Renewal Term (the greater of (a) and well advised and each is acting in what it considers (b) being hereinafter referred to be its own best interests;as the “Rental Value”). (ii) the rental value shall reflect the condition For purposes of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In , the event that Tenant disputes the amount claimed by Landlord as term “Fair Market Value pursuant to this Section 34 Rent” shall mean the fixed annual rent that a willing lessee would pay and such dispute cannot be resolved by mutual agreementa willing lessor would accept for the premises during the Renewal Term, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: assuming (a) Tenant shall make demand for appraisal that the premises were vacant and in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein their “as is” condition on the name and address commencement date of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. Renewal Term; (b) In that the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree premises were being demised upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications terms and experience conditions as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers are provided for in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place this lease for the Renewal Term; (c) that Owner would be paying a standard brokerage commission in connection with such leasing (whether or not actually paid). If Tenant reasonably determines that such new measurement is in excess ; (d) any provisions of the actual RSF, it shall have thirty (30) days after its receipt this lease with respect to any abatement of same to revoke its election to exercise the first Renewal Term (Fixed Rent and if Tenant fails to give such notice, the new measurements shall govern for Additional Rent will not be applicable during the Renewal Term). To ; and (e) that the extent that Tenant exercises a Renewal Term, the definition of Term Base Tax is being reset in this Lease shall include such Renewal Termaccordance with Section 46.03 hereof.

Renewal Option. A. Provided that (i) both at the time of the exercise of the option hereinafter set forth and at the time of commencement of the Renewal Term (as hereinafter defined) this Lease is in full force and effect, and provided further that Tenant is not then in default beyond applicable notice and grace periods, hereunder and (ii) Tenant has neither assigned its interest under this Lease or subleased more than 15% of the Premises nor offered to so assign this Lease or sublease more than 15% of the Premises, and (iii) Tenant is in occupancy of the entire Premises for the purpose of conducting its own business, Tenant is hereby granted the option to renew the Term of this Lease for one (1) period of sixty (60) months (the "RENEWAL TERM"). The Renewal Term is to commence immediately upon the expiration of the initial Term. Once Tenant has served a Renewal Notice (as hereinafter defined) upon Landlord, Tenant shall be bound for the entire applicable Renewal Term by the terms and conditions of this Lease, as the same is modified pursuant to this Article 40. Tenant shall exercise the option to renew only by delivering irrevocable written notice of such election (a "RENEWAL NOTICE") to Landlord hereby grants to Tenant two (2), not less than three hundred sixty-five (5365) year options to extend this Lease days nor more than six hundred (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12600) months days prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Landlord does not receive the Renewal Notice within such 245-day notice period (time being of the essence with respect thereto), then such option to renew the Term shall, upon the expiration of such time period, become null and void and be of no further force or effect and Tenant disputes shall, at the amount claimed request of Landlord, execute an instrument in form and substance reasonably acceptable to Landlord confirming such facts. B. The Renewal Term shall be upon the same terms and conditions of this Lease, except that (a) the Rent during the Renewal Term shall be payable at an annual rate per rentable square foot equal to the greater of (1) ninety-five (95%) percent of the annual fair market rental rate for the Premises for the Renewal Term ("FMR"), as such FMR is determined (x) by agreement between Landlord as Fair Market Value pursuant and Tenant on or before the date (the "FMR AGREEMENT DATE") which is sixty (60) days prior to this Section 34 and the end of the initial Term or (y) in the absence of such dispute cannot be resolved by mutual agreement, by the Three Appraiser Method set forth in Section C of this Article 40, or (2) the Rent in effect during the last year of the initial Term; (b) Tenant shall have no option to renew this Lease beyond the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address expiration of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field Renewal Term; and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value the Premises shall be final and binding upon delivered in their existing condition (on an "as is" basis) at the partiestime the Renewal Term commences. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally attempt to negotiate in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess good faith a mutually acceptable determination of the actual RSF, it shall have thirty (30) days after its receipt of same FMR prior to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermFMR Determination Date.

Renewal Option. Landlord hereby grants Tenant shall have the right and option to Tenant two extend the initial term of the Lease for one (2), 1) additional term of five (5) year options to extend this Lease years (each a “the "Renewal Term”)") to commence immediately following the expiration of the initial term. Tenant must may exercise each option the right for the Renewal Term only by delivering to extend not later Landlord written notice of Tenant's exercise of such right no less than twelve one (121) months year prior to the expiration of the initial term or extended term hereof by notice in writing to Landlordterm. All The terms and provisions conditions of this Lease shall be applicable to each extended term continue in full force and effect for the Renewal Term, except Base Rent which that the monthly rental for the Renewal Term shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) determined pursuant to the following formula: Monthly Rental = $19,499.67 X CPI in effect on the for the Renewal expiration date such extension shall begin. For purposes hereofof the Term initial term Divided by __________________________ CPI on October 1, 1997 Notwithstanding the result of the above calculation, the “FMV” or “Fair Market Value” monthly rental for the Renewal Term shall not be less than $20,718.40 per month. The CPI, as referred to herein, means the Consumer Price Index for all Urban Consumers 1984=100 relating to the Pittsburgh Metropolitan area, as issued by the Bureau of Labor Statistics of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in LawrenceUnited States Department of Labor, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of or any improvements successor to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Termfunction thereof. In the event that Tenant disputes of the amount claimed by Landlord conversion of the CPI to a different standard reference base or any other revision thereof, the determination hereunder shall be made with the use of such Bureau of Labor Statistics or successor to the functions thereof or in the absence of the publication of such conversion factor, such formula or table as Fair Market Value pursuant to this Section 34 the parties shall mutually designate. The foregoing option and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit extend the dispute term of this Lease for the Renewal Term as herein provided is subject to (i) Tenant's timely exercise of this option as herein provided, (ii) WESCO Distribution, Inc., or its subsidiary or affiliate themselves being in full possession of the Leased Premises one (1) year prior to the appraisal process hereinafter set forth. The amount expiration date of Fair Market Value determined pursuant to such appraisal process shall be final the Extended Term and binding between at the parties. The appraisal process shall be conducted as follows: commencement of the Renewal Term and (aiii) Tenant shall make demand for appraisal not being in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein material default at the name and address time of the person to act as exercise of such option or at the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member commencement of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualifiedRenewal Term. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto does not satisfy conditions (ii) and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (aiii) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises at its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based may terminate this Lease effective on the then current BOMA standards. Landlord shall provide Tenant with its calculation day preceding the commencement of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants 28.1.1 Subject to Tenant two the Superior Rights (2defined below), Tenant shall have an option (the “Renewal Option”) to extend the term of this Lease for a single renewal term of five (5) year options to extend this Lease years (each a the “Renewal Term”), which shall commence on the Expiration Date and shall expire on the fifth (5th) anniversary of the initial Expiration Date, or such earlier date upon which this Lease may be terminated or canceled in accordance with the provisions of this Lease or by law. The Renewal Option may be exercised only by Tenant must exercise each option giving Landlord written notice (the “Renewal Notice”) of Tenant’s intention to extend renew this Lease pursuant to this Article 28 not later than twelve fifteen (1215) months prior to the expiration Expiration Date, and such Renewal Notice shall be deemed properly given and Tenant’s right to exercise the Renewal Option shall be effective only if, on the date that Tenant shall exercise the Renewal Option (the “Exercise Date”): (i) this Lease shall not have been previously terminated or canceled, (ii) the Tenant initially named herein shall not have assigned all or any part of its interest in this Lease to any party other than a Tenant Affiliate or pursuant to a Corporate Succession under Section 16.7 above and the Tenant initially named herein (or a Tenant Affiliate or successor under a permitted Corporate Succession) shall actually, physically occupy at least fifty (50%) of the entire Premises, and (iii) no Event of Default shall exist under this Lease. Time shall be strictly of the essence with respect to the giving of the Renewal Notice by Tenant to Landlord. Notwithstanding anything to the contrary contained in this Section 28.1, if, subsequent to the Exercise Date but prior to the commencement of the Renewal Term, any of the conditions set forth in the foregoing clauses (i) through (iii) shall cease to be true and correct, then Landlord, in Landlord’s sole and absolute discretion, may elect, by written notice to Tenant, to void Tenant’s exercise of the Renewal Option, in which case Tenant’s exercise of the Renewal Option shall be of no force or effect, and the Term shall end on the Expiration Date of the initial term Term of this Lease, unless sooner canceled or extended term hereof by notice in writing terminated pursuant to Landlord. All terms and the provisions of this Lease or by Law. Tenant acknowledges that the Renewal Option is a personal right of the Tenant initially named herein and may not be assigned to or exercised by any other party except as otherwise expressly provided herein. 28.1.2 If Tenant shall exercise the Renewal Option in accordance with the provisions of this Article 28, then, subject to the Superior Rights, this Lease shall be applicable to each extended term for the Renewal Term upon all of the terms, covenants and conditions contained in this Lease, except that: (i) during the Renewal Term, the annual Base Rent which shall be ninety-five percent the higher of (95%x) the annual fair market rental value (the “Market Value Rent”) of fair market value (“FMV” or “Fair Market Value”) the Premises on the date such extension initial Expiration Date, determined as provided in Section 28.2 below or (y) the Base Rent in effect for the last month of the initial Term on an annualized basis, (ii) Tenant shall begin. For purposes pay Additional Rent during the Renewal Term in accordance with the provisions of Article 4 of this Lease, except that the Base Tax Year shall be the Tax Year ending on June 30 of the year in which the initial Expiration Date shall occur and the Base Expense Year shall be the calendar year in which the Renewal Term shall commence, (iii) from and after the Exercise Date (but subject to the provisions of the penultimate sentence of Section 28.1.1 above), all references to “Expiration Date” shall be deemed to refer to the last day of the Renewal Term, and all references to “Term” shall be deemed to include the Renewal Term, (iv) Tenant shall have no further right or option to renew this Lease or the Term hereof, and (v) all provisions of this Lease concerning the “FMV” performance by Landlord of any work, and the grant by Landlord of any monetary contribution, rent abatement or “Fair Market Value” rent credit in connection with Tenant’s initial occupancy of the Premises shall mean be deemed deleted and inapplicable to the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition leasing of the Premises during the Renewal Term.. 28.1.3 Tenant hereby acknowledges receipt of advice from Landlord that (x) Landlord and Fried, Frank, Harris, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP (Fried, Frank, Harris, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP and its successors and assigns are hereinafter referred to as “▇▇▇▇▇ ▇▇▇▇▇”) are parties to a Modification and Restatement of Lease dated as of September 16, 1994 (such lease, as heretofore and hereafter amended, the “▇▇▇▇▇ ▇▇▇▇▇ Lease”) and (y) Landlord and ▇▇▇▇▇ ▇▇▇▇▇ entered into a Third Amendment to Modification and Restatement of Lease dated as of February 18, 2005 which grants to ▇▇▇▇▇ ▇▇▇▇▇ the right to lease the Premises upon the initial Expiration Date or earlier termination of the Term of this Lease. For purposes of this Article 28, the term “Superior Rights” shall mean all residual value rights of any improvements ▇▇▇▇▇ ▇▇▇▇▇ under the ▇▇▇▇▇ ▇▇▇▇▇ Lease to lease the Premises; and (iii) Premises upon the transaction takes initial Expiration Date or earlier expiration or termination of the Term of this Lease, regardless of whether such right to lease the Premises is effected through the actual exercise of an express option set forth in the ▇▇▇▇▇ ▇▇▇▇▇ Lease or through a separately negotiated lease amendment or new lease entered into consideration between Landlord and ▇▇▇▇▇ ▇▇▇▇▇. Upon Tenant’s request, Landlord shall advise Tenant as to whether a Superior Right to lease the Additional Rent to be paid by the Tenant and all applicable brokerage commissionsPremises has been exercised. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails endeavor to notify Tenant of whether a Superior Right to lease the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser Premises has been selectedexercised, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, but Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF no liability for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same failure to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termso notify Tenant.

Renewal Option. Landlord hereby grants to (A) So long as this Lease is in full force and effect and Tenant two shall not be in default hereunder at the time of the exercise of the Renewal Option (2defined below and at the time of commencement of the Renewal Term (defined below), and further provided that the original named Tenant or Tenant’s permitted assignee is in occupancy of not less than one hundred percent (100%) of the Premises prior to the date Tenant exercises the applicable Renewal Option, Tenant shall have the option (“Renewal Option”) to extend the term of this Lease for one (1) additional period of five (5) year options to extend this Lease years (each a the “Renewal Term”). , commencing, on the day immediately following the expiration date of the initial Term of this Lease, upon all of the same terms, covenants and conditions of this Lease (including, without limitation, continued payment of additional rent in accordance with Paragraphs 4.B. through 4.I. of this Lease), except that: (i) Tenant must exercise each shall have no further option to extend the term of this Lease beyond the expiration of the Renewal Term, and (ii) the Base Rent to be paid during each Renewal Term shall be as set forth in subparagraph B below, and (iii) Tenant shall accept the Premises “as-is” and Landlord shall not later be required to perform any work to the Premises or provide any contribution or allowance or any other concessions therefor or with respect thereto. Tenant may only exercise the Renewal Option by giving Landlord written notice, which notice is received by Landlord not less than twelve (12) months nor more than fifteen (15) months prior to the expiration of the initial Term, TIME BEING OF THE ESSENCE as to Tenant’s obligation to deliver said notice within said specified period. If Tenant effectively exercises the Renewal Option as herein provided, the term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be automatically extended for the applicable to each extended Renewal Term without necessity for execution of an extension or renewal Lease; and, in such event, the phrases “the term except Base Rent which shall be ninety-five percent (95%) of fair market value (this Lease”, “FMVthe term hereof” or “Fair Market Value”) on the date such extension Term” as used in this Lease, shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for include the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants Tenant shall have the option to Tenant two extend the Term for one (21) additional period of five (5) years (the “Renewal Option”), under and subject to the following terms and conditions: (a) The renewal term (the “Renewal Term”) shall be for a five (5) year options to extend this Lease period commencing on the day immediately following the expiration date of the Initial Term and expiring at midnight on the day immediately preceding the fifth (each a “Renewal Term”). 5th) anniversary thereof. (b) Tenant must exercise each option the Renewal Option, if at all, by written notice to extend not later than twelve Landlord delivered at least one hundred eighty (12180) months days prior to the expiration of the initial term or extended term hereof by Initial Term of this Lease, time being of the essence. (c) As a condition to Tenant’s exercise of the Renewal Option, at the time Tenant delivers its notice in writing of election to exercise the Renewal Option to Landlord. All terms and provisions of , this Lease shall be applicable in full force and effect, Tenant shall not have assigned this Lease or sublet the Demised Premises unless Landlord shall have consented to each extended term such assignee or sublessee exercising such renewal option, and Tenant shall not be in default in the performance of any of its obligations hereunder. (d) The Renewal Term shall be on the same terms and conditions contained in this Lease, except that (i) the Annual Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or the “Fair Market Value”Rental Rate” (as hereinafter defined) on for the date such extension Demised Premises, but in no event less than One Dollar ($1.00) more than the Annual Base Rent per square foot payable during the final year of the Initial Term with continuing annual escalations of three percent (3%) per annum for each lease year of the Renewal Term, and (ii) Tenant shall begin. For purposes hereofbe entitled to a market-rate refurbishment allowance, which, if Tenant elects to refurbish the Demised Premises, shall be taken into account when determining the Fair Market Rental Rate. (e) Except for the specific Renewal Term set forth above, there shall be no further privilege of renewal. (f) As used herein, the “FMV” or term “Fair Market ValueRental Rate” of the Premises shall mean the fair per square foot base rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to rate, including annual escalations, then being charged by Landlord for new leases for comparable office space in the Building or, if no comparable space exists in the Building, then being charged by landlords for comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered Class “A” office buildings in the Lower Bucks County, Pennsylvania market at for leases commencing on or about the time and upon all commencement of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes Renewal Term, taking into consideration the Additional Rent use, location and floor level of the applicable building, leasehold improvements provided, the term of the lease under consideration, the extent of services provided thereunder and other adjustments to the base rental and any other relevant term or condition in making such evaluation, assuming, however, for purposes of the foregoing analysis, that the Demised Premises is fit for immediate use and occupancy in its “AS IS” condition and that no work is required to be paid done by Landlord with respect thereto (except to the extent that Tenant and all applicable brokerage commissionselects to refurbish the Demised Premises, then, such rate shall take into account the costs of such refurbishment). Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen Rental Rate using its good faith judgment and shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange provide written notice of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, rate within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.fifteen

Renewal Option. Landlord hereby grants Tenant shall have three (3) consecutive options, (each a “Renewal Option”) to Tenant two renew the Term with respect to all (2), five (5but not less than all) year options of the Premises demised under or pursuant to extend this Lease for additional terms (each a “Renewal Term”). ) of five (5) years each, commencing on the day immediately following the expiration date of the Term or Renewal Term then in effect, under the following terms and conditions and subject to there being no material adverse change in Tenant’s financial condition: (a) Tenant must gives Landlord written notice of its intent to exercise each option to extend not later the Renewal Option (“Notice of Intent”) no earlier than twelve the date which is three hundred sixty five (12365) months days prior to the expiration date of the initial term Term and no later than the date which is two hundred seventy (270) days prior to the expiration date of the Term or extended term hereof by notice applicable Renewal Term, as the case may be. (b) Tenant is not in writing to Landlord. All terms and provisions of breach or default under this Lease either on the date Tenant gives its Notice of Intent or exercises the Renewal Option or at any time through and including the proposed commencement date of the Renewal Term. (c) If Tenant timely and properly gives its Notice of Intent in accordance with the provisions hereof: (i) The Base Rent payable for the first Renewal Term shall be applicable to each extended term except Base Rent which shall be based on ninety-five percent (95%) of fair the then prevailing market value rent (the “FMV” or “Fair Prevailing Market ValueRent”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” for similar institutional quality bulk warehouse space with a minimum 28’ clear height located within a radius of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service miles of the demand Premises (the “Relevant Market”). The Base Rent for appraisal, Landlord the second and third Renewal Terms shall give notice be equal to Tenant, specifying the name and address Prevailing Market Rent in the Relevant Market. In no event shall the rental rate for any Renewal Term be less than the adjusted rental rate payable under this Lease on the expiration date of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market ValueTerm then in effect. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants to (a) Provided that Tenant two (2), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend shall not later than twelve (12) months prior to the expiration be in default under any of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions conditions of this the Lease and the Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord in full force and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementeffect, Tenant shall have the right to submit renew the dispute Term of the Lease for one (1) additional five (5) year term (the "Renewal Option") provided that Tenant shall have given written notice to Landlord by nationally recognized overnight carrier or certified mail, return receipt requested which notice shall have been received by Landlord not less than nine (9) months prior to the appraisal process hereinafter set forthExpiration Date. The amount of Fair Market Value determined pursuant to such appraisal process Time shall be final and binding between of the partiesessence as to the giving of such notice of Tenant's initial intention to renew (the " Intent Letter"). The appraisal process If Tenant shall fail to exercise its Renewal Option by delivering the Intent Letter, in strict conformance with the terms of this Article, this provision shall be conducted as follows: (a) deemed deleted from the Lease and of no further force and effect and Tenant shall make demand for appraisal in writing within thirty (30) business days after service have no option to renew or extend the Term of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market ValueLease. (b) In If Tenant shall exercise the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers Renewal Option in accordance with the provisions of this Article, this Lease shall be renewed for such renewal term upon all the terms, covenants, and conditions contained in the Lease, except that (i) the Base Rent shall be the fair annual market rental value (the "Fair Market Value") of the Demised Premises on the last day of the initial term of this Lease, determined as provided in accordance with Sections (c) & (d) of this Article, but in no event less than the Base Rent in effect on the date preceding the first day of the renewal term, and (ii) the Expiration Date shall be deemed extended to five (5) years following procedurethe last day of the month next preceding the commencement of the renewal term. Within twenty Tenant shall have no further right or option to renew this Lease or the term hereof. (20c) days after the third appraiser If Tenant has been selectedfully complied with Section (a) of this Article, each appraiser Landlord shall state in writing such appraiser’s furnish Tenant with its initial determination of the Fair Market Value, supported by within forty-five (45) days of Landlord's receipt of the reasons therefore, with counterpart copies to each party. The appraisers Intent Letter from Tenant. (d) If Tenant shall arrange for a simultaneous exchange of such proposed determinations. The dispute the Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and proposed by Landlord, Tenant shall each pay for the fees and disbursements give notice of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, such dispute within thirty (30) days after receipt of Landlord's proposal, and any such dispute, if not resolved between the date parties within fifteen (15) days thereafter, shall be settled by arbitration in accordance with the rules and regulations then obtaining of the American Arbitration Association or its successor. The cost of such arbitration shall be borne equally by Landlord and Tenant’s renewal election notice, and, until finally determined, the Base Rent subsequent to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing whichthe term of this Lease, shall be equal to the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess greater of the actual RSFFair Market Value proposed by Landlord or the Base Rent in effect on the last day of the initial term of this Lease. The determination rendered in accordance with the provisions of this Section (d) shall be final and binding in fixing the Fair Market Value. If, it as a result of such determination, there shall have been an overpayment in the Base Rent, Landlord shall credit the amount thereof against subsequent payments of Base Rent. If, as a result of such determination, there shall have been a deficiency, Tenant shall pay the amount thereof to Landlord within thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termdetermination.

Renewal Option. As long as Tenant is not in default in the performance of its covenants under this Lease, Landlord hereby grants shall grant Tenant the option to Tenant two renew (2), five (5the “Renewal Option”) year options to extend the term of this Lease for a period of sixty (each a 60) additional months (the “Renewal Term”). Tenant must shall exercise each option the Renewal Option by delivering written notice of such election to extend not later than Landlord at least twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlordof this Lease. All terms and provisions The renewal of this Lease shall be applicable to each extended term upon the same terms and conditions of this Lease, except (i) the Base Rent which Rental Rate during the Renewal Term shall be ninetycalculated based on the prevailing Market Base Rental Rate (as hereinafter defined) at the time the Renewal Term commences (provided in no event shall the Base Rental Rate be less than the then prevailing Base Rental Rate reserved in this Lease at the expiration of the initial Lease Term), (ii) Tenant shall have no option to renew this Lease beyond the expiration of the Renewal Term, (iii) Tenant shall not have the right to assign its renewal rights to any sublessee of the Premises or any portion thereof or to any assignee of the Lease, nor may any such sublessee or assignee exercise or enjoy the benefit of such renewal rights, (iv) the leasehold improvements will be provided in their then-five percent existing condition (95%on an “as is” basis in the broadest sense of the term) at the time the Renewal Term commences, and (v) there shall not be any rent abatement period and Tenant shall not be entitled to cash payment, concessions or allowance of fair market value any nature or amount whatsoever. Notwithstanding the foregoing, Tenant shall have no right to exercise such option to renew, and Landlord shall have no obligation to renew this Lease, unless (“FMV” or “Fair Market Value”A) this Lease shall be in full force and effect upon the date of the exercise of the Renewal Option and upon the date of the expiration of the original term, and (B) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all exercise of the other business terms of this Lease assuming Renewal Option and on the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition date of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address expiration of the person to act as the appraiser on Tenant’s behalf. The appraiser original term there shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure exist no current default on the part of Tenant under this Lease. If Tenant shall fail to make a timely exercise the Renewal Option within the time permitted or conditions (A) and proper demand for such appraisal (B) set forth above are not entirely satisfied, the Renewal Option shall constitute a waiver automatically terminate, this Lease shall expire at the expiration of the original term and Tenant shall have no further right theretothereafter to renew this Lease or to acquire any interest whatsoever in the Premises. Within ten (10) business days If Tenant shall remain in possession of the Premises after the service expiration of the demand for appraisal, original term without there having been executed between Landlord shall give notice and Tenant an amendment to Tenant, specifying the name and address of the person designated by Landlord to act this Lease as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or contemplated by the time above specifiedterms of this Section, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who then Tenant shall be a competent and impartial person with the same minimum qualifications and experience Tenant holding over as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term provided in this Lease shall include such Renewal TermLease.

Renewal Option. Landlord hereby grants Tenant shall have the option to Tenant two extend the Term of the Lease for all of the then leased Premises for one (21) additional period of five (5) years ("Renewal Option"), under and subject to the following terms and conditions: (a) The renewal term ("Renewal Term") shall be for a five (5) year options to extend this Lease period commencing on the day immediately following the expiration of the Extension Term and expiring on the day immediately preceding the fifth (each a “Renewal Term”)5th) anniversary thereof. Tenant must exercise each option the Renewal Option, if at all, by written notice to extend not later Landlord delivered at least two hundred seventy (270) days and no more than twelve three hundred sixty-five (12365) months days prior to the expiration date of the initial term or extended term hereof by Extension Term, time being of the essence. (b) As a condition to Tenant's exercise of the Renewal Option, at the time Tenant delivers its notice in writing of election to Landlord. All terms exercise the Renewal Option to Landlord and provisions at the time the Renewal Term is scheduled to commence, there shall be no Event of this Default then existing and the Lease shall be applicable in full force and effect, and Tenant shall not have assigned the Lease or sublet the Premises to each extended term except Base a party that is not an Affiliate (as defined in Section 9.8 of the Lease). (c) The Annual Rent which for the first year of the Renewal Term shall be ninety-five percent (95%) of the then current fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to rent for renewals for comparable space in similar buildings within a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all three (3) mile radius of the other business terms Building, but in no event less than the Annual Rent for the last year of the Extension Term (the "Minimum Fair Market Rental"), and Annual Rent for each subsequent year during the Renewal Term shall increase consistent with then existing market annual escalations ("Fair Market Rental"). (d) Landlord shall determine the Fair Market Rental using its good faith judgment and shall provide written notice ("Landlord's Notice") of such Fair Market Rental within fifteen (15) days after delivery of Tenant's renewal notice pursuant to this Lease assuming Section 6. Tenant shall thereupon have the following: following options: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; accept Landlord's proposed Fair Market Rental or (ii) object to Landlord's proposed Fair Market Rental. Tenant shall provide Landlord with written notice ("Tenant's Notice") of its election to accept or object to Landlord's proposed Fair Market Rental within fifteen (15) days after Tenant's receipt of Landlord's Notice. If Tenant fails to provide Tenant's Notice within such fifteen (15) day period, Tenant shall be deemed to have accepted Landlord's proposed Fair Market Rental in accordance with clause (i) above. If Tenant objects to Landlord's proposed Fair Market Rental in accordance with clause (ii) above, Landlord and Tenant shall attempt to negotiate a mutually acceptable Fair Market Rental within fifteen (15) days following Landlord's receipt of Tenant's Notice. If such negotiations have not been concluded within such fifteen (15) day period, either Landlord or Tenant (in such capacity, the rental value shall reflect the condition "Initiating Party") may request an independent determination of the Premises and all residual value of any improvements Fair Market Rental for the Renewal Term by giving written notice ("Independent Appraiser Notice") to the Premises; and other party (iiithe "Responding Party") the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty no later than five (605) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and expiration of such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forthfifteen (15) day period. The amount of Fair Market Value determined pursuant to such appraisal process Independent Appraiser Notice shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a designate an MAI real estate appraiser or real estate broker with at least ten (10) years’ ' experience in the field and leasing comparable space in similar buildings within a qualified member three (3) mile radius of the American Institute of Real Estate Appraisers, or any successor of such Institute Building (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto"Qualified Appraiser"). Within ten (10) business days after the service receipt of the demand for appraisalIndependent Appraiser Notice, Landlord the Responding Party shall select a different Qualified Appraiser and give written notice of such selection to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualifiedInitiating Party. If Landlord fails to notify Tenant of the appointment of its appraiser within or Qualified Appraisers selected by the time above specified, Landlord’s failure Initiating Party and the Responding Party fail to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine agree upon the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet Rental within ten (10) business days after selection of the second appraiser is appointed andQualified Appraiser, if the Qualified Appraisers shall select a third Qualified Appraiser to determine the Fair Market Rental within ten (10) business days after the selection of such first meeting third Qualified Appraiser. The Fair Market Rental for the two appraisers Renewal Term shall be unable equal to agree upon a determination the arithmetic average of the three (3) determinations of Fair Market ValueRental by the Qualified Appraisers; provided, they shall appoint however, that if one of the determinations of Fair Market Rental submitted by a third appraiserQualified Appraiser deviates from the median of the three (3) determinations of Fair Market Rental by more than five percent (5%), who the Fair Market Rental for the Renewal Term shall be a competent and impartial person with equal to the same minimum qualifications and experience as is required arithmetic average of the first other two appraisers(2) determinations of Fair Market Rental. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market ValueRental in accordance with this Section 6(d) shall be final, supported by binding and conclusive on Landlord and Tenant (subject to the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Minimum Fair Market Value shall be the average Rental). Each of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay be responsible for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees costs and expenses of any its Qualified Appraiser and shall split evenly the costs and expenses of the third appraiser. In Qualified Appraiser. (e) Notwithstanding anything to the event that contrary in the Lease, except as specifically set forth in this Amendment, Tenant exercises its option for the first Renewal Term, Landlord shall have no right or option to renew or extend the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSFLease. Without limitation of the foregoing, it shall have thirty (30) days after Section 39 of the Lease is hereby deleted in its receipt entirety and of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termno force or effect.

Renewal Option. (a) Landlord hereby grants to Tenant two (2)the conditional right, five (5) year options exercisable at Tenant's option, to extend renew the term of this Lease for one (each a “1) term ("Renewal Term”)") of sixty (60) months. If exercised, and if the conditions applicable thereto have been satisfied, the Renewal Term shall commence immediately on the day following the date the Lease Term would otherwise have ended as provided in this Lease. The right of renewal herein granted to Tenant must with respect to the Renewal Term shall be subject to, and shall be exercised in accordance with, the following terms and conditions: (i) Tenant shall exercise each option its right of renewal with respect to extend the Renewal Term by giving Landlord written notice ("Renewal Option Notice") thereof not later than twelve (12) months prior to the expiration date of the initial term then-current Lease Term. (ii) In the event the Renewal Option Notice is not given timely or extended term hereof by notice in writing is not given, Tenant's right of renewal with respect to Landlord. All terms the Renewal Term shall lapse and provisions be of no further force or effect. (iii) The renewal option may be exercised only with respect to the entire Premises, not with respect to only a part of the Premises. (iv) In the event there exists an Event of Default under this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date the Renewal Option Notice is sent or any time thereafter up to and including the date such extension Renewal Term is to commence, then, at Landlord's option, such Renewal Term shall begin. For purposes hereof, not commence and the “FMV” or “Fair Market Value” of Lease Term shall expire on the Premises shall mean date the fair rental value thereof that Lease Term would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market have expired without such renewal. (v) If at the time Tenant provides the Renewal Option Notice described in subsection (a) hereof, or at any time thereafter until the Renewal Term is to commence, Tenant has assigned or subleased the Premises, then, at Landlord's option, Tenant's rights pursuant to this Section 45 shall lapse and upon all be of no further force or effect. (vi) Landlord and Tenant must execute a lease for the Renewal Term nine (9) months prior to the expiration date of the other business terms then-current Lease Term. If Landlord and Tenant do not execute a lease in accordance with the foregoing sentence, then Tenant's right pursuant to this Section 45 shall lapse and be of no further force or effect. (b) During the Renewal Term, all the terms, conditions, covenants and agreements set forth in this Lease assuming Lease, including but not limited to the following: full pass- through of Common Area Costs and Real Estate Taxes shall continue to apply and be binding upon Landlord and Tenant, except that: (i) the landlord and tenant are well informed and well advised and each is acting Basic Rental for the Premises shall be determined as provided in what it considers to be its own best interests; Section 45(c); (ii) in no event shall Tenant have the rental value shall reflect right to renew the condition Lease Term beyond the expiration of the Premises Renewal Term provided for in this Section 45; and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit terminate the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted Lease as follows: (a) Tenant shall make demand for appraisal provided in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals45(d). (c) All such determinations Following the giving of Fair Market Value shall be final and binding upon the parties. Renewal Option Notice, Landlord and Tenant shall each pay for commence negotiations concerning the fees and disbursements amount of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In Basic Rental payable during the event that Tenant exercises its option for the first Renewal Term, Landlord . The parties shall have the right, within thirty (30) days after the date of Tenant’s renewal election noticeTenant delivers its Renewal Option Notice in which to agree on such Basic Rental. If, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of during such thirty (30) day period (failing whichnegotiation period, the existing RSF for parties are unable in good faith to agree on such Basic Rental, then Tenant's right of renewal shall lapse and be of no further force or effect. (d) Notwithstanding the Premises and Building shall remain in place for foregoing, at any time during the Renewal Term, Landlord shall have the right to terminate this Lease upon one hundred eighty (180) days written notice to Tenant ("Termination Notice"). If Tenant reasonably determines that such new measurement is shall vacate and surrender the Premises on or prior to the date specified in excess of the actual RSF, it shall have thirty Landlord's Termination Notice (30"Termination Date") days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termterminate at 11:59 p.m. on the Termination Date. In the event Landlord elects to terminate this Lease as provided in this Section 45(d), Landlord shall pay to Tenant a moving allowance ("Moving Allowance") in the amount of One Dollar ($1.00) per rentable square foot of the Premises, said Moving Allowance to be paid to Tenant after Tenant vacates aid surrenders the Premises to Landlord.

Renewal Option. Landlord hereby grants 51.1 Subject to the provisions of Section 51.2 below, Tenant two shall have the option to renew this Lease for the number of Renewal Terms set forth in Section 1.1(t) (2the “Renewal Options”), five the first of which Renewal Terms shall commence upon the expiration of the Initial Term. Subject to the determination of Minimum Rent as set forth below, the terms, covenants and conditions during the Initial Term shall be projected and carried over into each subsequent renewal term (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior , except as specifically set forth hereinafter to the expiration of the initial term or extended term hereof by notice contrary. 51.2 Tenant’s Renewal Options, as provided in writing to Landlord. All terms Sections 1.l and provisions of this Lease 51.1 above, shall be applicable strictly conditioned upon and subject to the following, each extended term except Base Rent of which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as followsconsidered material hereto: (a) Tenant shall make demand for appraisal notify Landlord in writing (“Tenant’s Renewal Notice”) of ▇▇▇▇▇▇’s exercise of its option to renew this Lease at least nine (9) months, but not more than twelve (12) months, prior to the expiration of the then current Term; (b) At the time Landlord receives Tenant’s Renewal Notice as provided in Section 51.2 (a) above, and at the expiration of the Initial Term or the first Renewal Term, as the case may be, Tenant shall not be in Default under the terms or provisions of this Lease, and the Tenant named in Section 1.1 hereof shall be in occupancy of the entire Demised Premises. The conditions contained in this Section 51.2 (b) may be waived by Landlord at its sole discretion and may not be used by Tenant as a means to negate the effectiveness of Tenant’s exercise of this option to renew; (c) Tenant shall have no further renewal option other than the options to extend for the Renewal Terms as set forth in Section 1.1(t); (d) Any Renewal Options shall be deemed personal to the Tenant named on the first page of this Lease and may not be assigned or assumed; (e) Landlord shall have no obligation to do any work or perform any special services for any Renewal Term with respect to the Demised Premises or the remainder of the Real Estate, which ▇▇▇▇▇▇ agrees to accept in their then “as is” condition; (f) At the request of either party, Landlord and Tenant shall promptly execute and return to the other party a written amendment to this Lease memorializing the commencement, Minimum Rent payable, and Expiration Date of the respective Renewal Term; and (g) No later than thirty (30) days prior to the commencement of any Renewal Term, Tenant shall deposit with Landlord such additional sums as may be required to increase any Security then held by Landlord proportionate to the increase in the Minimum Rent during that Renewal Term. (a) Landlord shall notify Tenant (“Landlord’s Determination Notice”) of Landlord’s determination of the Market Rent (as hereinafter defined) within thirty (30) business days after service ▇▇▇▇▇▇▇▇’s receipt of Tenant’s Renewal Notice. If Tenant disagrees with ▇▇▇▇▇▇▇▇’s determination of Market Rent, Tenant shall notify Landlord (“Tenant’s Notice of Disagreement”) within fifteen (15) days of receipt of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address Determination Notice. Time shall be of the person essence with respect to act as ▇▇▇▇▇▇’s Notice of Disagreement, and the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part failure of Tenant to make a timely and proper demand for give such appraisal notice specifically as provided below within the time period set forth above shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated conclusively be deemed an acceptance by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or Market Rent as determined by the time above specified, Landlord’s failure to do so shall constitute Landlord and a waiver by Tenant of the any right thereto and Tenant’s appraiser shall determine the Fair to dispute such Market ValueRent. (b) In the event that two appraisers are chosen pursuant to paragraph Tenant’s Notice of Disagreement, shall contain either (a1) above, the appraisers so chosen a cancellation of Tenant’s exercise of its Renewal Option (which cancellation shall meet within ten (10) business days after the second appraiser is appointed andoperate as a cancellation of all subsequent Renewal Options, if within ten any), or (102) business days after such first meeting a request to submit the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience Rent to arbitration as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth provided below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightshall, within thirty (30) days after of the date on which ▇▇▇▇▇▇’s Notice of Tenant’s renewal election noticeDisagreement under Subsection 51.3(b)(2) is given, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF each appoint an Appraiser (hereinafter defined) for the purpose of determining the Market Rent. An “Appraiser” shall mean a duly qualified impartial real estate appraiser having at least ten (10) years’ experience in the area in which the Demised Premises and Building for are located. In the entire Renewal Term on or before event that the expiration two (2) Appraisers so appointed fail to agree as to the Market Rent within a period of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt the appointment of same the second Appraiser, such two (2) Appraisers shall forthwith appoint a third Appraiser who alone shall make a determination of Market Rent within thirty (30) days thereafter. If such two Appraisers fail to revoke its election agree upon such third Appraiser within ten (10) days following the last thirty (30) day period, such third Appraiser shall be appointed by the presiding Judge of the Superior Court of the State of New Jersey for the County in which the Real Estate is located. Such two Appraisers or third Appraiser, as the case may be, shall proceed with all reasonable dispatch to exercise determine the Market Rent. The decision of such two Appraisers or third Appraiser shall be final and shall be unappealable, absent any showing of fraud by such Appraiser(s) ; such decision shall be in writing and a copy shall be delivered simultaneously to Landlord and to Tenant. (d) If such two Appraisers or third Appraiser, as the case may be, shall fail to deliver a decision as set forth above prior to the commencement of any Renewal Term, Tenant shall continue to pay to Landlord thereafter on the first day of each month, until the decision of the Appraiser(s) is rendered, the Minimum Rent payable under this Lease as of the last day of the term preceding the Renewal Term (and if in question plus any amounts payable by Tenant fails pursuant to give Article 6, until such notice, decision is so delivered. Once the new measurements shall govern rental is determined for the Renewal TermTerm by the Appraiser(s). To , an equitable adjustment, if necessary and appropriate, shall be computed and promptly remitted to the extent that party entitled to same. (e) Landlord and Tenant exercises a shall be responsible for and shall pay the fee of the Appraiser appointed by each of them respectively, and Landlord and Tenant shall share equally the fee of the third Appraiser, if any. (f) Promptly upon determination of the Market Rent for the respective Renewal Term, the definition of Term in Tenant shall execute and deliver to Landlord or Managing Agent an amendment to this Lease shall include such prepared by Landlord setting forth the terms of the respective Renewal Term. (a) The Minimum Rent during each Renewal Term shall be the greater of (1) Market Rent (as defined in clause (b) below) or (2) the Minimum Rent as of the last day of the immediately-preceding term. (b) For purposes of this Article, “Market Rent” shall mean the projected fair market rent for office space containing the Rentable size of the Demised Premises (during the respective Renewal Term), as of the commencement date of the applicable Renewal Term, based upon the rents generally in effect for first class office space in the area in which the Real Estate is located. Market Rent shall be determined on what is commonly known as a “net” basis; that is, in computing Market Rent, it shall be assumed that all real estate taxes and operating expenditures are passed through to the Tenant as separate additional charges.

Renewal Option. Tenant shall have the following renewal option: ​ (a) Provided (i) that Landlord hereby grants to has not given Tenant two 2 or more notices of separate default, whether or not the defaults are cured, during the 12 month period immediately preceding the exercise of the Extension Option (2as defined below), (ii) that there then exists no Event of Default by Tenant under the Lease, nor any event that with the giving of notice and/or the passage of time would constitute an Event of Default, and (iii) that Tenant is the sole occupant of the Premises, Tenant shall have the right and option (the "Extension Option") to extend the Term of the Lease for one additional period of five (5) year options to extend this Lease years (each a “Renewal Term”an "Extension Period"). Tenant must exercise each option to extend , exercisable by giving Landlord prior written notice not earlier than nine (9) months nor later than twelve six (126) months prior to the expiration of the initial term Term of the Lease, as extended hereby, of Tenant’s election to extend the Term of the Lease; it being agreed that time is of the essence and that this option is personal to Tenant and is non-transferable to any assignee or extended term hereof by notice in writing to sublessee (regardless of whether any such assignment or sublease was made with or without Landlord's consent) or other party. All ​ (b) Such Extension Period shall be under the same terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered conditions as provided in the market at the time and upon all of the other business terms of this Lease assuming the followingexcept as follows: (i) the landlord Extension Period shall begin on the day after the expiration of the Term of the Lease, as extended hereby, and tenant are well informed and well advised and each is acting in what it considers thereafter the expiration date of the Lease shall be deemed to be its own best interests;the last day of the Extension Period; ​ (ii) the rental value there shall reflect the condition of the Premises be no further options to extend other than as set forth in subsection (a) above; and all residual value of any improvements to the Premises; and​ (iii) the transaction takes into consideration Base Rent for the first year of the Extension Period shall be equal to the greater of (i) the Base Rent payable in the immediately preceding calendar month, increased by 4% (the "Annual Percentage Increase"), and (ii) the fair market rental value of the Premises (collectively, the "FMR") as of the date the Tenant exercises its Extension Option. ​ (iv) the Base Rent for each year after the first year of the Extension Period shall be equal to the Base Rent payable during the preceding calendar month, increased by the Annual Percentage Increase. (v) For avoidance of doubt, Landlord may update and charge Additional Rent as provided for in the Lease. ​ (c) In determining the FMR, Landlord shall take into account and make appropriate adjustments to reflect current market terms, conditions and concessions for similar renewal transactions in similar industrial buildings that are then generally available in the market where the Premises are located, ​ including any other renewal transactions (and taking into account whether such terms, conditions and concessions are being made available by Landlord) as of the date Tenant exercises its Extension Option. Landlord can decide not to calculate the FMR, in which case the Base Rent for the first year of the Extension Period shall be paid equal to the Base Rent payable in the immediately preceding calendar month increased by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal TermAnnual Percentage Increase. In the event alternative, within 15 days after ▇▇▇▇▇▇▇▇ receives notice of ▇▇▇▇▇▇'s exercise of the Extension Option, Landlord will give notice to Tenant (the "FMR Notice") of Landlord's opinion of the FMR and comparing the FMR to the Base Rent payable in the immediately preceding calendar month. If Tenant does not respond to the FMR Notice within 15 days after delivery, ▇▇▇▇▇▇▇▇’s opinion of the FMR shall be deemed accepted as the Base Rent due for the first year of the Extension Period. If, during such 15-day period, Tenant gives Landlord notice that Tenant disputes contests Landlord's determination of the amount claimed by Landlord as Fair Market Value pursuant FMR (an "Objection Notice"), which notice must contain therein Tenant's opinion of the FMR, the parties will attempt to this Section 34 and such dispute canarrive at a mutually agreeable FMR. If, within 15 days after ▇▇▇▇▇▇▇▇'s receipt of the Objection Notice the parties have not be resolved by mutual agreementagreed on the FMR, then Tenant shall have the right option, upon written notice to submit Landlord to (i) rescind its exercise of the dispute option to extend the appraisal process hereinafter set forth. The amount Term of Fair Market Value determined pursuant to the Lease, in which case such appraisal process option, thereafter, shall be final and binding between void; (ii) have the partiesFMR determined by one or more Qualified Brokers (defined hereunder); or (iii) accept Landlord's determination of FMR. The appraisal process If Tenant has not provided any such written notice within said 15 days, it shall be conducted as follows: deemed that Tenant has elected option (aiii) above. If Tenant elects option (ii) above, then Landlord and Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name each, at their own expense, appoint a qualified and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a impartial commercial real estate appraiser broker with at least ten 10 years’ ' experience in leasing comparable industrial space in the field and sub-market where the Property is located (each a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers"Qualified Broker") familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant FMR, each such determination to paragraph (a) above, the appraisers so chosen shall meet be made in writing and in accordance with this Section within ten (10) business days after the second appraiser is appointed and, if within ten (10) business 15 days after such first meeting appointment. If the determination of FMR by the two appraisers shall be unable to agree upon a determination appointed Qualified Brokers is within five percent (5%) of Fair Market Valueone another, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals.two determinations shall be the FMR. If the determinations differ by more than five percent (5%), then the two Qualified Brokers shall select a third Qualified Broker, who shall select one of their two determinations, and that amount shall be the FMR. In such event, the parties shall share the cost of such third Qualified Broker. The parties shall be responsible for the costs and fees of their separate Qualified Brokers, and shall equally share in the costs and fees of the third Qualified Broker, if applicable. ​ (cd) All such determinations of Fair Market Value shall be final and binding upon Landlord may request to amend the parties. Landlord and Tenant shall each pay for Lease to reflect the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess extension of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term Lease as described in this Lease shall include such Renewal Term.Section. ​

Renewal Option. Landlord Tenant is hereby grants to Tenant two granted one (2), 1) five (5) year options option to extend renew the Lease (“Renewal Option”). If the Tenant desires to exercise the Renewal Option, it shall so notify the Landlord, in writing, not later than the last day of the fourth Lease Year. Such notice shall only be effective if delivered at a time when the Tenant is not in Default under the Lease. Within thirty (30) days following its receipt of Tenant’s notice of its desire to exercise the Renewal Option, given at the time and in the manner provided above, Landlord shall prepare and transmit to Tenant an appropriate amendment to this Lease extending the Term for five (each a 5) years (the “Renewal Term”). Tenant must exercise each option to extend not later than twelve ) and specifying (12i) months prior to the expiration Landlord’s estimate of the initial term or extended term hereof by notice Market Rent, and (ii) that all other terms and conditions during the Renewal Term are the same as those during the Term, except for any tenant improvement allowances and renewal rights. If Tenant disagrees with Landlord’s estimation of the Market Rent, it must so notify Landlord in writing within ten (10) days of Tenant’s receipt thereof and specify Tenant’s estimation of the Market Rent. If the parties are unable to agree on the Market Rent for the Renewal Term within twenty (20) days following Landlord’s receipt of Tenant’s estimation of Market Rent, Tenant may elect in writing to Landlord. All terms (x) promptly enter into binding arbitration in accordance with the provisions of Section 3 of this Exhibit F or (y) revoke its election to exercise the Renewal Option, in which case Tenant shall have no further rights under this Section 2 (and Tenant’s exercise of the Renewal Option shall be of no force in effect) and Landlord may lease the Premises to a third party free of the provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal TermSection 2. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute candoes not be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address revoke its exercise of the person Renewal Option and shall fail for any reason to act as execute and deliver the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser lease amendment within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after of the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of Market Rent (whether by agreement of the Fair Market Valueparties or by arbitration as provided below), supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value or if Tenant shall be in Default under the average Lease at the commencement date of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightthen in either such event, within thirty (30) days after the date of at Landlord’s option, Tenant’s renewal election notice, to have the Premises purported exercise of its Renewal Option shall be of no force or effect and the Building remeasured by its architect based on Renewal Option shall become null and void. The Renewal Option is personal to the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term named in this Lease and shall include such Renewal Termnot inure to the benefit of any assignee or subtenant.

Renewal Option. Landlord (a) Subject to the provisions of Section 25 of the Lease, Tenant is hereby grants granted an option to Tenant two renew the Lease and extend the Term hereof for an additional period of one hundred twenty (2), five 120) calendar months (5) year options to extend this Lease (each a “Renewal Term”,” beginning on the expiration of the Initial Term and ending on the last day of the one hundred twentieth (120th) full calendar month thereafter), subject to and in accordance with all of the terms and conditions set forth below. Tenant’s renewal option is conditioned upon Tenant must having satisfied each of the following requirements: (i) Tenant notifies Landlord of its election to exercise each option to extend the right of renewal granted hereby at least fifteen (15) months but not later more than twelve twenty-four (1224) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interestsInitial Term; (ii) at the rental value shall reflect the condition time of the Premises exercise of such right and all residual value for the remainder of any improvements the Term thereafter prior to the Premises; andcommencement of the Renewal Term, there is no existing Event of Default which is not remedied within the applicable cure periods set forth in the Lease; (iii) the transaction takes into consideration Lease has not terminated prior to the commencement of the Renewal Term; and (iv) at the time of the exercise of such Option and for the remainder of the Term thereafter prior to the commencement of the Renewal Term, the original named Tenant or a transferee of Tenant pursuant to a Permitted Transfer (as defined in Section 10(i) of the Lease) is in possession of and occupying the entire Leased Premises. (b) During the first twelve (12) calendar months of the Renewal Term, Tenant shall pay Landlord Basic Rent equal to the greater of: (i) [***] of the Fair Market Rent (as defined below) for the Leased Premises for the Renewal Term, or (ii) the total of: (1) [***] the net rental component of the annual Basic Rent rate payable hereunder by Tenant (notwithstanding any abatements thereof) during the one year period immediately preceding the commencement of the Renewal Term; plus (2) the Additional Rent related to increased Operating Expenses payable by Tenant pursuant to the terms of Section 3(b) of the Lease (determined without giving effect to any abatements thereof) during the one year period immediately preceding the commencement of the Renewal Term. The “Fair Market Rent,” as used in this Paragraph 2, shall mean the market annual face rental rate (plus any market-appropriate annual escalations thereof) for comparable space in the Corporate Office Park at Dulles Town Center for a third party tenant of similar caliber and financial standing entering into a new arms-length Lease, taking into account all appropriate factors and all then current market economics and concessions (including, if applicable, rental abatement, improvement and other allowances, new base year for Operating Expenses, etc.). Beginning with the thirteenth (13th) Lease Month of the Renewal Term, the aforesaid Basic Rent for the first twelve (12) Lease Months of the Renewal Term shall be paid by escalated on an annual basis in accordance with market appropriate escalations, determined in accordance with the Fair Market Rent described above. (c) Within thirty (30) days following Landlord’s receipt of Tenant’s timely notice of its exercise of the renewal option, Landlord shall notify Tenant of Landlord’s good faith determination of the Basic Rent applicable to the Renewal Term based upon the foregoing parameters (which determination shall include a determination of market appropriate annual escalations of the initial Basic Rent). If Tenant notifies Landlord that Tenant agrees with Landlord’s determination of such Basic Rent, then, provided the foregoing conditions thereto are met (as set forth in subparagraph (a) above), the Term shall be extended for one hundred twenty (120) calendar months beyond the expiration of the Initial Term upon the Basic Rent terms set forth in Landlord’s notice to Tenant. If Tenant fails to promptly notify Landlord that Tenant agrees with Landlord’s determination of the Basic Rent applicable to the Renewal Term, then during the period between Landlord’s notification to Tenant and all the thirtieth (30th) day thereafter, the parties shall negotiate and discuss the matter in good faith. If the parties fail to agree upon the Basic Rent applicable brokerage commissions. Landlord shall provide Tenant with to the Renewal Term within such thirty (30) day period, then Tenant, at its determination option, may withdraw its exercise of FMV the Renewal Option by delivering written notice of such withdrawal within sixty five (605) business days after following the date that Tenant exercises a Renewal Termexpiration of the aforesaid thirty (30) day period. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute parties cannot be resolved by mutual agreement, Tenant shall have agree upon the right to submit the dispute appropriate Basic Rent prior to the appraisal process hereinafter set forth. The amount close of Fair Market Value determined pursuant to such appraisal process shall be final and binding between business on the parties. The appraisal process shall be conducted as follows: thirtieth (a30th) Tenant shall make demand for appraisal in writing within thirty (30) business days after service day following Landlord’s notification of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person Basic Rent (such thirty (30th) day being referred to act as the appraiser on Tenant’s behalf. The appraiser “Outside Agreement Date”), and Tenant fails to timely exercise the foregoing withdrawal right, then the Basic Rent applicable to the Renewal Term shall be a real estate appraiser with at least ten years’ experience determined in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar accordance with the fair market rent following terms, the results of comparable space to which shall be binding upon the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right theretoparties. Within ten (10) business days after following the service of the demand for appraisalOutside Agreement Date, Landlord each party shall give written notice to Tenant, specifying the other setting forth the name and address of the person designated a Broker (as hereinafter defined) selected by Landlord such party who has agreed to act as appraiser on its behalf who shall be similarly qualifiedin such capacity, to determine the Basic Rent applicable to the Renewal Term. If Landlord fails either party shall fail to notify Tenant of select a Broker as aforesaid, then the appointment of its appraiser within or by party which has selected a Broker as aforesaid (the time above specified, Landlord’s failure to do so Appointing Party) shall constitute a waiver of have the right thereto and Tenant’s appraiser shall determine to issue a written notice to the Fair Market Value. party which failed to select a Broker as aforesaid (bthe Non-Appointing Party) In advising such Non-Appointing Party that it has failed to appoint a Broker, in which case, if the event that two appraisers are chosen pursuant to paragraph Non-Appointing Party does not then designate its Broker within five (a) above, the appraisers so chosen shall meet within ten (105) business days after following receipt of the second appraiser is appointed andAppointing Party’s Notice, if within ten (10) business days after such first meeting then the two appraisers Basic Rent shall be unable to agree upon a determined by the Broker selected by the Appointing Party. Each Broker shall thereupon independently make his determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within Basic Rent outlined above within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination appointment of the Fair Market Valuesecond Broker. If the two Brokers determinations are not the same, supported by but the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange higher of such proposed determinations. The Fair Market Value two determinations (based upon the initial annual Basic Rent and average Base Rent over the course of the Renewal Term) is not more than one hundred five percent (105%) of the lower of them, then the Basic Rent shall be deemed to be the average of the three appraisals. two determinations. If the higher of such two determinations is more than one hundred five percent (c105%) All such determinations of Fair Market Value the lower of them, then the two Brokers shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any jointly appoint a third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, Broker within thirty ten (3010) days after the date second of Tenantthe two determinations described above has been rendered. (If the two brokers are unable to agree upon a third broker, then the third broker shall be appointed by the Greater Washington Area Commercial Broker’s renewal election noticeCouncil; or if such organization no longer exists, to have by the Premises president of its successor organization; or if no such successor organization exists, by the Chief Judge of the Circuit Court of Loudoun County, Virginia). The third Broker shall independently make his determination of the Basic Rent within twenty (20) days after his appointment by choosing one of the two determinations previously submitted in accordance with the foregoing by the parties’ respective Brokers, and the Building remeasured third Broker’s determination shall be deemed to be the Basic Rent payable by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation respect to the applicable Renewal Term. For the purposes of RSF this Paragraph 1, Broker shall mean a real estate broker licensed in the Commonwealth of Virginia, who has been regularly engaged in such capacity in the business of commercial office leasing in the Northern Virginia submarket for at least five (5) years immediately preceding such persons appointment hereunder. Each party shall pay for the Premises cost of its Broker and Building for one-half of the entire Renewal Term on or before cost of the expiration third Broker, if any. (d) Prior to the commencement of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If , upon the request of Landlord, Tenant reasonably determines that such new measurement is in excess hereby agrees to execute an amendment to the Lease memorializing said extension of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants (a) Provided that no Event of Default (as defined in Section 22) has occurred and is then continuing, Tenant shall have the right and option to Tenant two extend the Primary Term of this Lease for one (2), 1) additional period of five (5) year options to extend this Lease years (each a “the "Renewal Term”)") in accordance with this Section 3.1. The option for the Renewal Term may be exercised by Tenant must exercise each option by written notice given to extend Landlord not later less than twelve six (126) months prior to the expiration end of the initial term or extended term hereof by notice in writing Primary Term. Subject to Landlord. All the terms of subsection (b) of this Section 3.1, all of the terms and provisions of this Lease shall govern and be applicable to each extended term the Renewal Term: (except that (i) the one (1) month of rent-free occupancy immediately after the Lease Commencement Date shall not be applicable, and (ii) Landlord shall have no obligation to construct any improvements or grant any rental abatement, allowances or other concessions of any nature granted for the Primary Term), if Tenant timely exercises its right to extend the Term in accordance with this subsection (a). (b) Tenant shall pay to Landlord as Annual Base Rent which shall be during the Renewal Term, in lawful money of the United States commencing at the commencement of the Renewal Term, a per annum sum equal to ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, product obtained by multiplying the “FMV” or “Fair Market Value” square footage of the Demised Premises shall mean times an amount equal to the fair rental value thereof that would be agreed upon between a landlord "Prevailing Market Rate" (as defined and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered calculated in the market at the time manner set forth in Exhibit C attached to this Lease and upon all incorporated herein by reference), provided that Annual Base Rent during any such Renewal Term shall in no event be less than 68.4 cents per square foot of the other business terms of this Lease assuming Demised Premises per month; the following: Monthly Base Rent Installments will be an amount equal to one-twelfth (i1/12th) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Valueper annum sum established above. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants A. Tenant shall have the right to Tenant two extend the Lease Term as to all space then leased for one (2), 1) additional period of five (5) year options to extend this Lease years (each a “the "Renewal Term”"), if: 1. Tenant must Landlord receives notice of exercise each option to extend ("Non-Binding Renewal Notice") not later less than twelve (12) full calendar months prior to the expiration of the Extended Lease Term and Binding Renewal Notice (hereinafter defined) not less than ten (10) full calendar months prior to the expiration of the Extended Lease Term; and 2. Tenant is not in default under the Lease at the time that Tenant delivers its Non-Binding Renewal Notice and Binding Renewal Notice; and 3. No part of the Premises is sublet to any party other than Railcar, Ltd. at the time that Tenant delivers its Non-Binding Renewal Notice and Binding Renewal Notice; and 4. The Lease has not been assigned to any party other than Railcar, Ltd. pursuant to an assignment requiring Landlord's consent under the Lease on the date that Tenant delivers its Non-Binding Renewal Notice and on the date Tenant delivers its Binding Renewal Notice; and 5. Tenant executes and returns the Renewal Amendment (hereinafter defined) within fifteen (15) days after its submission to Tenant. B. The Initial Base Rental rate per rentable square foot for the Premises during the Renewal Term shall equal the Prevailing Market Rate (hereinafter defined) per rentable square foot. C. Tenant shall pay Additional Base Rental (i.e. Basic Costs) for the Premises during the Renewal Term in accordance with Exhibit B-2 of the Lease, as amended by paragraph V above. D. Tenant shall be entitled to no less than two (2) unassigned parking spaces per 1,000 useable square feet of office space leased during the Renewal Term at the then current market rate for said spaces. E. Within thirty (30) days after receipt of Tenant's Non-Binding Renewal Notice, Landlord shall advise Tenant of the applicable Base Rental rate for the Premises for the Renewal Term. If Tenant desires to lease the Premises for the Renewal Term at such rate, Tenant shall give Landlord final binding written notice ("Binding Renewal Notice") no later than ten (10) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent Extended Term (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified"Notification Deadline"). If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, disagrees with Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s 's determination of the Fair Market Valueapplicable Base Rental rate, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightTenant, within thirty (30) days after the date on which Landlord advises Tenant of Tenant’s renewal election noticesuch rate, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant Landlord with its calculation a written notice of RSF for rejection (the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term"Rejection Notice"). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such noticeprovide Landlord with either a Binding Renewal Notice or a Rejection Notice by the Notification Deadline, Tenant's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Renewal Notice, Landlord and Tenant shall enter into the new measurements Renewal Amendment upon the terms and conditions set forth therein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall govern work together in good faith to agree upon the Prevailing Market Rate for the Premises during the Renewal Term). To Upon agreement Tenant shall provide Landlord with a Binding Renewal Notice and Landlord and Tenant shall enter into the extent that Renewal Amendment in accordance with the terms and conditions thereof. F. If Tenant is entitled to and properly exercises a its Renewal Option, Landlord shall prepare an amendment (the "Renewal Amendment") to reflect changes in the Base Rental, Lease Term, Termination Date and other appropriate terms. The Renewal Amendment shall be: 1. Sent to Tenant within a reasonable time after receipt of the definition Binding Renewal Notice; and 2. Executed by Tenant and returned to Landlord in accordance with paragraph A.5 above. G. For purposes hereof, "Prevailing Market Rate" shall mean the arms length fair market annual rental rate per rentable square foot for renewal leases and amendments entered into on or about the date on which the Prevailing Market Rate is being determined hereunder for space comparable to the Premises, in the Building and office buildings comparable to the Building in the Midtown Atlanta market. The determination of Term in Prevailing Market Rate shall take into account any material economic differences between the terms of this Lease and any comparable lease, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses and taxes. The determination of Prevailing Market Rate shall include also take into consideration any reasonably anticipated changes in the Prevailing Market Rate from the time such Renewal TermPrevailing Market Rate is being determined and the time such Prevailing Market Rate will become effective under this Lease.

Renewal Option. Landlord hereby grants a) Provided that, at the time of such exercise, (I) this lease is in full force and effect and LESSEE continues to Tenant two occupy the leased premises and (2)ii) LESSEE is not then in default hereunder, LESSEE shall have the right and option to extend the Term of the lease for one (1) extended term (the "Extended Term" ) of five (5) year options years by giving written notice to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend LESSOR not later than six (6) months nor earlier than twelve (12) months prior to the expiration date of the initial term or extended term hereof original Term. The effective giving of such notice of extension by notice in writing to Landlord. All terms and provisions LESSEE shall automatically extend the Term of this Lease shall for the Extended Term, and no instrument of renewal or extension need be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Termexecuted. In the event that Tenant disputes LESSEE fails timely to give such notice to LESSOR, this Lease shall automatically terminate at the amount claimed by Landlord as end or the original Term and LESSEE shall have no further option to extend the Term of this Lease. The Extended Term shall commence on the day immediately succeeding the expiration date of the original Term and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of such Extended Term. The Extended Term shall be on all the terms and conditions of the Lease, except: (I) during the Extended Term, LESSEE shall have no further option to extend the Term and (ii) the Rent for the Extended Term shall be the Fair Market Rental Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementof the leased premises as of the commencement of the Extended Term in question, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value taking into account all relevant factors, determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. paragraph (b) In below, but in no event shall the event that two appraisers are chosen Rent for the Extended Term be less than the Rent payable with respect to the last twelve (12) months of the original Term. b) Promptly after receiving LESSEE's notice extending the Term of this Lease pursuant to paragraph (a) above, the appraisers so chosen LESSOR shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person provide LESSEE with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination LESSOR's good faith estimate of the Fair Market Value, supported Rental Value of the leased premises for the Extended Term based upon rents being paid by tenants renewing leases in the reasons therefore, with counterpart copies area in which the Property is located. If LESSEE is unwilling to each party. The appraisers shall arrange for a simultaneous exchange accept LESSOR's estimate of such proposed determinations. The the Fair Market Rental Value shall be as set forth in LESSOR's notice referred to above, and the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, parties are unable to reach agreement thereon within thirty (30) days after the date delivery of Tenant’s renewal election noticesuch notice by LESSOR, to then Lessee shall have the Premises right to rescind its notice extending the Term and the Building remeasured by its architect based on Lease Term shall expire in accordance the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term)terms hereof. If Tenant reasonably determines that Lessee does not exercise such new measurement is in excess right of the actual RSFrescission, it shall have then LESSOR and LESSEE shall, not later than thirty (30) days after its receipt the expiration of same to revoke its election to exercise the first Renewal Term aforesaid thirty (30) day period, each retain a real estate professional with at least ten (10) years continuous experience in the business of appraising or marketing commercial real estate in the greater Lawrence area who shall, within thirty (30) days of his ▇▇ ▇▇▇ ▇election, prepare a written report summarizing his or her determination of the Fair Market Rental Value for such Extended Term. LESSOR and LESSEE shall simultaneously exchange such reports; provided, however, if Tenant fails to give either party has not obtained such a report within thirty (30) days after LESSEE receives LESSOR'S notice, then the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.determination

Renewal Option. 1. Provided that (i) both at the time of the exercise of the option hereinafter set forth and at the time of commencement of the Renewal Term (as hereinafter defined) this Lease is in full force and effect, and provided further that no Event of Default is continuing hereunder and (ii) Tenant has neither assigned its interest under this Lease or subleased all or any portion of the Premises nor offered to so assign this Lease or sublease all or any portion of the Premises, and (iii) Tenant is in occupancy of the entire Premises for the purpose of conducting its own business, Tenant is hereby granted the option to renew the Term of this Lease for one (1) period of sixty (60) months (the "Renewal Term"). The Renewal Term is to commence immediately upon the expiration of the initial Term. Once Tenant has served a Renewal Notice (as hereinafter defined) upon Landlord, Tenant shall be bound for the entire applicable Renewal Term by the terms and conditions of this Lease, as the same is modified pursuant to this Article 39. Tenant shall exercise the option to renew only by delivering irrevocable written notice of such election (a "Renewal Notice") to Landlord hereby grants to Tenant two not less than one (2), five (51) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Landlord does not receive the Renewal Notice within such notice period (time being of the essence with respect thereto), then such option to renew the Term shall, upon the expiration of such time period, become null and void and be of no further force or effect and Tenant disputes shall, at the amount claimed request of Landlord, execute an instrument in form and substance acceptable to Landlord confirming such facts. 2. The Renewal Term shall be upon the same terms and conditions of this Lease, except that (a) the Rent during the Renewal Term shall be payable at an annual rate per rentable square foot equal to the greater of (1) ninety-five (95%) percent of the annual fair market rental rate for the Premises for the Renewal Term ("FMR"), as such FMR is determined (x) by agreement between Landlord as Fair Market Value pursuant and Tenant on or before the date (the "FMR Agreement Date") which is sixty (60) days prior to the end of the initial Term or (y) in the absence of such agreement, by the Three Appraiser Method set forth in Section 3 of this Section 34 and such dispute cannot be resolved by mutual agreementI, or (2) the Rent in effect during the last year of the initial Term; (b) Tenant shall have no option to renew this Lease beyond the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address expiration of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field Renewal Term; and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value the Premises shall be final and binding upon delivered in their existing condition (on an "as is" basis) at the partiestime the Renewal Term commences. Landlord and Tenant shall each pay attempt to negotiate in good faith a mutually acceptable determination of the FMR prior to the FMR Agreement Date. FMR, as used herein, shall be deemed to be the fair market rental rate (i.e., the rental rate payable by a willing tenant to a willing landlord for like and comparable space), determined as of the date which is six (6) months prior to the Expiration Date, for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermPremises.

Renewal Option. Provided (i) Tenant is not in default under the terms of this Lease beyond applicable grace periods at the time this renewal is exercised or at the commencement of any Renewal Term (as defined below), (ii)Tenant has not assigned this Lease and is occupying at least ninety percent (90%) of the Premises including any expansion space, and (iii) Landlord hereby grants to Tenant has not given more than two (2), five (5) year options to extend this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than notices of default in any twelve (12) months prior month period for nonpayment of monetary obligations, Tenant shall have the option to renew this Lease for one (1) period of approximately seven (7) years (the expiration "Renewal Term"), commencing on the day immediately following the last day of the initial term or extended term hereof by notice in writing to LandlordTerm and continuing until May 31, 2013. All The Renewal Term shall be on all the terms and provisions conditions of this Lease Lease, except that (i) Base Rent for the Renewal Term shall be applicable equal to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value the Market Rent for the Premises (“FMV” or “Fair as defined below); provided, however, that if the then-existing Market Value”Rent is less than the Base Rent for the last month of the initial Term of the Lease, the Base Rent for the Renewal Term shall be at one hundred percent (100%) on of the Market Rent. Tenant must exercise its option to renew this Lease by giving Landlord written notice (an "Extension Notice") of its election to do so no later than three hundred sixty-five (365) days prior to the end of the initial Term (the "Extension Cut-Off"); provided, however, that Tenant may delay the deadline for providing Landlord the Extension Notice to the date such extension shall begin. For purposes hereof, that is two hundred seventy- five (275) days prior to the “FMV” or “Fair Market Value” end of the Premises shall mean initial Term (such additional ninety 90) day period being hereinafter referred to as the fair rental value "Delay Period") by prodding Landlord with written notice thereof that would be agreed upon between (a landlord and "Delay Notice") prior to the Extension Cut-Off Date. If Tenant provides Landlord with a tenant executing a lease Delay Notice in accordance with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming Section 2.3, and then provides Landlord with an Extension Notice within the following: Delay Period, Tenant shall be entitled to the Renewal Term as provided for in this Section 23. If Tenant provides Landlord with a Delay Notice but fails to deliver an Extension Notice to Landlord within the Delay Period, then (i) Tenant's rights to the landlord Renewal Term shall be void and tenant are well informed forfeit, and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition initial Term of the Premises and all residual value of any improvements Lease shall be extended for a time period equal to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissionsDelay Period. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises Any notice not given in a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process timely manner shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord forever void and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it be deemed to have waved its renewal rights. The renewal option set forth herein is personal to Tenant and shall share equally not be included in the fees and expenses any assignment of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal TermLease.

Renewal Option. Landlord hereby grants to Tenant two (2), five (5) year options to extend Provided that no default exists under this Lease (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all the option to renew which is described below is exercised, or at the commencement of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementrenewal period, Tenant shall have the right to submit extend the dispute to Term for one three-year period commencing on the appraisal process Expiration Date, upon the same terms and conditions as are contained in this Lease, except as hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as followsprovided: (a) Tenant The Base Rent for the renewal period shall make demand for appraisal be increased (but in writing within thirty no event decreased) at a rate per annum per square foot of rentable area in the Premises, equal to the greater of (30i) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address $34,942 per month or (ii) 75% of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience rent per square foot per annum then prevailing in the field market for comparable space in the Chicago metropolitan area for a term equal to the renewal period and a qualified member commencing at approximately the date of the American Institute of Real Estate Appraisers, or any successor of renewal period as such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated rate is reasonably determined by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In Landlord shall have no obligation to make improvements, decorations, repairs, alterations, or additions to the event that two appraisers are chosen pursuant Premises as a condition to paragraph (a) aboveTenant's obligation to pay Rent for the renewal period, and the appraisers so chosen Net Base Rent quoted for the renewal period shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved reduced by agreement of the two appraisers selected either (aa) by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange reason of such proposed determinations. The Fair Market Value shall be fact, (bb) to take into account any rental concession whatsoever (including, but not limited to rent abatements, allowances for moving expenses, lease assumptions, or other concessions), or (cc) to take into account the average absence of any cost or expense which Landlord would have incurred had the three appraisalsPremises been leased to a person or entity other than Tenant. (c) All such determinations Landlord's good faith determination of Fair Market Value the Net Base Rent for the renewal period shall be final and conclusive, binding upon the parties. Landlord Tenant and not contestable by Tenant; provided, however, Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the rightright to nullify its exercise of the option to extend the Term, by written notice to Landlord, given within thirty (30) days after of Landlord's notice to Tenant (which Landlord's notice shall be given to Tenant not later than six months prior to the date commencement of Tenant’s the renewal election notice, to have period) setting forth the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF Net Base Rent for the Premises renewal period, in which event Tenant's exercise of the option to extend shall be null and Building for void and neither Landlord nor Tenant shall have any further rights or liabilities with respect thereto. Tenant's failure to given the entire Renewal Term on or before the expiration notice of nullification described above within such thirty (30) day period (failing whichshall constitute acceptance by Tenant of, and Tenant's agreement to pay, the existing RSF Net Base Rent specified for the Premises and Building renewal period. (d) Tenant shall remain in place have no further or additional right to extend the Term of this Lease. (e) This option to extend shall be exercised, if at all, by written notice to Landlord given not earlier than eighteen (18) months nor later than nine (9) months prior to the Expiration Date. In the event Tenant fails to comply with the procedure for exercise of the Renewal option to extend, Tenant shall have no further right to extend the Term). (f) The renewal option granted pursuant to this Section 25.18 is personal to Tenant. If Tenant reasonably determines that such new measurement is in excess subleases any portion of the actual RSFPremises or assigns or otherwise transfers any interest under the Lease to any other persons or entity pursuant to, it and in accordance with, Section 8 hereof, prior to the exercise of this renewal option (whether with or without Landlord's consent), this renewal option shall have thirty lapse. If Tenant subleases any portion of the Premises or assigns or otherwise transfers any interest of Tenant under the Lease to any entity or person pursuant to, and in accordance with, Section 8 hereof (30whether with or without Landlord's consent) days after its receipt the exercise of same this renewal option but prior to revoke its election to the commencement of the renewal period, such renewal option shall lapse and the Term shall expire as if this renewal option were not exercised. If Tenant subleases any portion of the Premises or assigns or otherwise transfers any interest of Tenant under the Lease pursuant to, and in accordance with, Section 8 hereof after the exercise of this renewal option and after the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition commencement of Term in this Lease shall include such Renewal Term.the

Renewal Option. Landlord hereby grants 42.01. If Tenant is not in default under this Lease beyond any applicable notice and cure periods, Tenant shall have an option (the "Option") to Tenant extend the term of the Lease for two (2), ) additional terms of five (5) year options to extend years each (each, a "Renewal Term") commencing on the first day next succeeding the Expiration Date upon the same terms, conditions and provisions as are provided for in this Lease other than the provisions of this Article 42, except that the fixed annual rent payable for the Renewal Term shall be the greater of (each a “Renewal Term”)i) the fixed annual rent payable thereunder immediately prior to the Expiration Date or (ii) the fair market rent for the demised premises as of such Expiration Date determined in the manner hereinafter provided. Tenant must may not exercise each the second renewal option referred to extend above unless the first renewal option has been exercised. 42.02. The Option shall be exercised by Tenant giving written notice to Landlord of Tenant's exercise of said Option by certified mail, return receipt requested, not later less than twelve eighteen (1218) months prior to the expiration of the initial Term then in effect (the "Exercise Notice"). Upon Tenant's giving of the Exercise Notice, the term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except automatically upon the terms and conditions herein specified, including, without limitation, the same Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes Tax set forth in Article 3 hereof, without the “FMV” execution of an extension agreement or “Fair Market Value” of other instrument. If Tenant shall not give Landlord the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market Exercise Notice at the time and in the manner set forth above, the Option shall terminate and be deemed waived by Tenant. Time is of the essence as to the date for the giving of the Exercise Notice. 42.03. After Landlord receives the Exercise Notice, and if in Landlord's opinion an increase in the fixed annual rent for the Renewal Term is warranted because the fair market rent for the demised premises has increased, Landlord shall within 90 days after Landlord receives the Exercise Notice, send Tenant a notice (the "Revised Rent Notice") stating the amount which, in Landlord's opinion, shall constitute the fair market rent for the demised premises as of the Expiration Date. The increased fixed annual rent set forth in the Revised Rent Notice shall be effective as of the first day of the Renewal Term. (a) If Landlord gives a Revised Rent Notice, then at any time within 30 days after the giving of such Revised Rent Notice, Tenant may dispute the fair market rent for the demised premises as determined by Landlord by giving notice to Landlord that it is initiating the appraisal process provided for herein and specifying in such Notice the name and address of the arbitrator designated by Tenant to act on its behalf. Within 15 days after the designation of Tenant's arbitrator, Landlord shall give notice to Tenant specifying the name and address of Landlord's arbitrator. The two arbitrators so chosen shall meet within 10 days after the second arbitrator is appointed and if, within 20 days after the second arbitrator is appointed, the two arbitrators shall not agree upon a determination in accordance with Paragraph (c) of this Section 42.04 they shall together appoint a third arbitrator. If said two arbitrators cannot agree upon the appointment of a third arbitrator within 10 days after the expiration of such 20 day period, or if either party shall not timely designate its initial arbitrator, then either party, on behalf of both, and on notice to the other may request such appointment by the American Arbitration Association (or any successor organization) in accordance with its then prevailing rules. If the American Arbitration Association shall fail to appoint said third arbitrator within 10 days after such request is made, then either party may apply, on notice to the other, to the Supreme Court, New York County, New York (or any other court having jurisdiction and exercising functions similar to those now exercised by the foregoing court) for the appointment of such third arbitrator. (b) Each of the arbitrators selected as herein provided shall have at least fifteen years experience in the leasing or management of space in the Borough of Manhattan. Each party shall pay the fees and expenses of the arbitrator selected by it. The fees and expenses of the third arbitrator and all other expenses (not including the attorney's fees, witness fees and similar expenses of the parties which shall be borne separately by each of the parties) of the arbitration shall be borne equally by the parties hereto. (c) The majority of the arbitrators shall determine the fair market rent of the demised premises as of the Expiration Date and render a decision and award as to their determination to both Landlord and Tenant within 20 days after the appointment of the third arbitrator. In no event however, may such fair market rent be determined by the arbitrators to be less than the fixed annual rent payable under this Lease immediately prior to the Expiration Date. In rendering such decision and award, the arbitrators shall assume or take into consideration as appropriate all of the other business terms of this Lease assuming the following: : (i) the landlord Landlord and prospective tenant are typically motivated; (ii) the Landlord and prospective tenant are well informed and well advised and each is acting in what it considers to be its own best interests; interest; (iiiii) a reasonable time under then-existing market conditions is allowed for exposure of the demised premises on the open market; (iv) the rent is unaffected by concessions, special financing amounts and/or terms, or unusual services, fees, costs or credits in connection with the leasing transaction; (v) the demised premises are fit for immediate occupancy and use "as is" and require no additional work by Landlord and that no work has been carried out thereon by the Tenant, its subtenant, or their predecessors in interest during the Term which has diminished the rental value shall reflect the condition of the Premises demised premises; (vi) in the event the demised premises have been destroyed or damaged by fire or other casualty, they have been fully restored; (vii) the demised premises are to be let with vacant possession and all residual value of any improvements subject to the Premisesprovisions of this Lease for a 15 year term; andand (viii) market rents then being charged for comparable space in other similar office buildings in the same area. In rendering such decision and award, the arbitrators shall not modify the provisions of this Lease. The decision and award of the arbitrators shall be in writing and be final and conclusive on all parties and counterpart copies thereof shall be delivered to each of said parties. Judgment may be had on the decision and award of the arbitrators so rendered in any court of competent jurisdiction. (iiid) Prior to the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty the arbitrators, Tenant shall pay as the fixed annual rent it is obligated to pay under this Lease the amount set forth in the Revised Rent Notice and in the event the arbitrators determine that the fixed annual rent payable pursuant to this Article 42 is greater than that set forth in the Revised Rent Notice, then Tenant shall promptly pay to Landlord the amount of its underpayment of fixed annual rent for the period commencing on the first day of the Renewal Term, or if the arbitrators determine that the fixed annual rent payable pursuant to this Article 42 is less than that set forth in the Revised Rent Notice, then Tenant shall be entitled to a credit in the amount of its overpayment for the period commencing on the first day of the Renewal Term against subsequent payments of fixed annual rent due hereunder. (60e) days after Nothing contained in this Article 42 shall be deemed in any way to alter or modify the provisions of Article 3 hereof. (f) In no event shall the fixed annual rent (as the same may have been increased from time to time in accordance with this Article 42) be reduced pursuant to this Article 42. 42.05. Notwithstanding the foregoing provisions of this Article 42, if on the date that Tenant exercises a Renewal Term. In the event that Tenant disputes Option, or if on any subsequent date up to and including the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementdate upon which the extension of the term commences, Tenant shall have is in default, beyond any applicable notice and grace periods, in the right to submit payment of fixed annual rent, additional rent, or in the dispute to the appraisal process hereinafter set forth. The amount performance of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address any of the person to act as other terms, conditions or provisions of this Lease, Tenant's exercise of such Option and the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member extension of the American Institute Term covered by this Lease contemplated thereby shall, at the option of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give exercised by written notice to Tenant, specifying the name be rendered null and address of the person designated by Landlord to act as appraiser on its behalf who void and shall be similarly qualifiedof no further force and effect and Tenant shall have no other additional right to exercise such option, which shall be deemed waived by Tenant. 42.06. If Landlord fails to notify Tenant of exercises the appointment of its appraiser within or by the time above specifiedOption, then, at Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above's request, the appraisers so chosen shall meet Tenant agrees within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting request is made to execute, acknowledge and deliver to Landlord an instrument in form and substance satisfactory to Landlord, confirming (i) the two appraisers shall be unable fixed annual rent payable under this Lease pursuant to agree upon a determination of Fair Market ValueArticle 42, they shall appoint a third appraiserunless Tenant is then, who shall be a competent and impartial person with the in good faith, disputing same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty provision of this Article 42, in which case Tenant agrees to execute, acknowledge and deliver a separate instrument satisfactory to Landlord confirming the fixed annual rent as finally determined, (20ii) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination expiration date of the Fair Market ValueTerm, supported by and (iii) the reasons thereforeother modifications provided for in this Article 42, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of but no such proposed determinations. The Fair Market Value instrument shall be required in order to make the average of the three appraisalsprovisions hereof effective. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Term.

Renewal Option. Landlord hereby grants (a) Subject to the terms and conditions of this Paragraph 21, Tenant two shall have the right to renew the Term for all of the Premises for one (2), 1) renewal term (the “Renewal Term) of five (5) year options to extend this Lease years, by notice (each a “Renewal TermNotice”). Tenant must exercise each option ) delivered to extend Landlord not later more than eighteen (18) months and not less than twelve (12) months prior to the expiration of the initial term Term, time being of the essence; provided, however, no Event of Default shall remain outstanding either on the date such Renewal Notice is given or extended term hereof by notice in writing to Landlordon the Renewal Term Commencement Date (as hereinafter defined. All terms and provisions Upon the giving of such Renewal Notice, the Term of this Lease shall be applicable extended for the Renewal Term with the same force and effect as if such Renewal Term had originally been included in the Term. The Renewal Term shall commence on the day following the last day of the initial Term (the “Renewal Term Commencement Date”) and shall terminate on the day immediately preceding the fifth (5th) anniversary of the Renewal Term Commencement Date or such earlier date as this Lease may terminate pursuant to each extended term the terms and conditions of this Lease. Time is of the essence with respect to the giving of the Renewal Notice. The Renewal Term shall be upon all of the agreements, terms, covenants and conditions of this Lease, except that (w) the Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “the Fair Market Value”Value (as hereinafter defined), (x) after the exercise of the option with respect to the Renewal Term, Tenant shall have no further right to renew the Term, (y) the Base Year for Real Estate Taxes shall be the fiscal year commencing on the date such extension July 1st prior to the Renewal Term Commencement Date, and (d) the Base Year for Operating Expenses shall beginbe the calendar year ending on the December 31st immediately preceding the Renewal Term Commencement Date. For purposes hereofUpon the commencement of the Renewal Term, (A) the Renewal Term shall be added to and become part of the Term, (B) any reference in this Lease to the “Term”, the “FMVterm of this Lease” or any similar expression shall be deemed to include the Renewal Term, and (C) the expiration of the Renewal Term shall become the Expiration Date. Any termination, cancellation or surrender of the entire interest of Tenant under this Lease at any time during the Term shall terminate the foregoing right of renewal of Tenant hereunder. (b) The annual Base Rent payable during the Renewal Term shall be equal to the annual Fair Market Value (as hereinafter defined) of the Premises as of the Renewal Term Commencement Date (the “Calculation Date”). “Fair Market Value” of the Premises shall mean the fair market annual rental value thereof that would be agreed upon between of the Premises as of the Calculation Date for a landlord and a tenant executing a lease with respect term equal to the Renewal Term, based on comparable space in a comparable building located the Building and in Lawrencesimilar first-class office buildings in Boston, Massachusetts Massachusetts, including all of Landlord’s services provided for a comparable termin this Lease, and with comparable concessions (a) the Premises considered as vacant, and in “as is” condition existing on the Renewal Term Commencement Date, and (b) the Base Years for Real Estate Taxes and Operating Expenses being adjusted as aforesaid. In determining Fair Market Value, all relevant factors, including the following factors, among others, shall be taken into account and given effect: size of the respective space, escalation charges then payable under this Lease, location of the Building, the costs incurred by Landlord, services provided by Landlord, free rent periods and other incentives concessions, improvement and fit-up, allowances, and other terms and conditions then being offered provided for comparable lease transactions in comparable office buildings in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissionsDowntown Boston Financial District. Landlord shall provide advise Tenant with its determination of FMV within sixty (60the “Rent Notice”) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space prior to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualifiedRenewal Term Commencement Date. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, disputes Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they then Tenant shall appoint give notice (a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required “Dispute Notice”) to Landlord of such dispute within ten (10) Business Days after delivery of the first two appraisers. The three appraisers shall decide the disputeRent Notice, and if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies are unable to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, resolve said dispute within thirty (30) days after delivery of the date of Tenant’s renewal election noticeDispute Notice, then either Landlord or Tenant may elect to have such dispute resolved by arbitration as provided in Paragraph 21(c) below. Time is of the Premises and essence of the Building remeasured by its architect based on giving of said Dispute Notice. If the Base Rent payable during the Renewal Term is not determined prior to the Renewal Term Commencement Date, then current BOMA standards. Landlord Tenant shall provide Tenant with its calculation of RSF pay Base Rent in an amount equal to the Fair Market Value for the Premises and Building for as determined by Landlord (the entire Renewal Term on or before “Interim Rent”). Upon final determination of the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place Base Rent for the Renewal Term). If , Tenant reasonably determines that shall commence paying such new measurement is in excess of the actual RSFBase Rent as so determined, it shall have thirty and within ten (3010) days after its receipt such determination Tenant shall pay any deficiency in prior payments of same Base Rent or, if the Base Rent as so determined shall be less than the Interim Rent, Tenant shall be entitled to revoke its election a credit against the next succeeding installments of Base Rent in an amount equal to exercise the first Renewal Term (difference between each installment of Interim Rent and if Tenant fails to give the Base Rent as so determined which should have been paid for such notice, installment until the new measurements shall govern for total amount of the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termover payment has been recouped.

Renewal Option. Landlord hereby grants Provided that, either at the time of the exercise of the option hereinbelow described or anytime thereafter prior to Tenant two (2), five (5) year options to extend this Lease the commencement of any additional term for rental of the Premises after the Main Term (each a “Renewal Term” and collectively the “Renewal Terms”). , Tenant must exercise each option to extend shall not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice then be in writing to Landlord. All terms material default hereunder and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable termno event which, with comparable concessions and other incentives being offered in the market at giving of notice or the lapse of time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to or both, would constitute a default hereunder shall have occurred or be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementcontinuing, Tenant shall have the right right, option and privilege of extending the Term hereof (a “Renewal Option”) for one (1) Renewal Term of five (5) years. In the event Tenant elects to submit exercise a Renewal Option, the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process following shall be final and binding between the parties. The appraisal process shall be conducted as followsapply: (a) Tenant shall make demand notify Landlord, in writing, of the exercise of the Renewal Option not later than 5:00pm on the day which is two hundred seventy (270) days prior to the expiration of the Main Term or if then in effect, the Renewal Term; (b) The Renewal Term shall be subject to all of the terms, covenants and conditions of the Lease, including, without limitation, the obligation to pay Basic Rent. Basic Rent for appraisal in writing within thirty (30) business days after service the first Lease Year of Landlord’s determination of the Renewal Term shall be the then Fair Market Value given under this Section 34 specifying therein Rent (as defined below). Basic Rent in each year after the name and address first Lease Year of the person Renewal Term shall increase by 2.0% per annum; (c) If the parties are unable to act as agree on the appraiser Fair Market Rent for the Premises on Tenant’s behalfor before the date which is two hundred forty (240) days before expiration of the then existing Term, the parties shall each submit the Fair Market Rent issue to an independent arbitrator of their respective choice who shall be either (i) a MAI certified, real estate appraiser, or (ii) a licensed real estate broker who is then currently active leasing class A commercial real estate in Bucks County, Pennsylvania. The appraiser arbitrators shall be a real estate appraiser with at least ten have not less than five (5) years’ experience appraising or leasing class A commercial real estate properties in and around Bucks County, Pennsylvania. Each arbitrator shall submit a written conclusion as to the Fair Market Rent of the Premises with detailed support for his/her determination, no later than one hundred eighty (180) days before expiration of the Term. Each party shall bear the cost of its own arbitrator. Fair Market Rent shall be determined by averaging the conclusions of the arbitrators as to the Fair Market Rent; provided, however, that in the field and event that there is a qualified member variance of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within greater than ten (10%) business days after percent between the service of two arbitrators, then the demand for appraisal, Landlord two arbitrators shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf jointly select a third arbitrator who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. Rent of the Premises no later than ninety (b90) days before the expiration of the Term, which shall, by itself, be binding upon Landlord and Tenant. In the event that two appraisers are chosen pursuant one party fails to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon timely appoint or deliver a determination valuation of Fair Market ValueRent as set forth herein, they shall appoint a third appraiser, who then the arbitrator selected by the other party shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination sole arbitrator of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value Rent which shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon on the parties. Landlord and Tenant shall each be responsible to pay for one-half of the fees for the third arbitrator, and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses case of any third appraiserthe Tenant such charges shall be deemed Additional Rent. In determining Fair Market Rent, the event that Tenant exercises its option arbitrators shall consider (i) then market concessions, if any, provided by landlords to tenants in the market and (ii) special characteristics of competitive properties, including without limitation, architectural elements, proximity to amenities and other characteristics typically considered by tenants. The final conclusion of Fair Market Rent by the arbitrators as set forth herein shall then be multiplied by ninety-five (95%) percent to determine the final Fair Market Rent. (d) Basic Rent for the first Lease Year of the Renewal TermTerm shall be determined as set forth herein and shall be binding upon the parties, Landlord enforceable in a court of law and shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based be effective on the then current BOMA standards. Landlord shall provide Tenant with its calculation first day of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement Time is in excess of the actual RSF, it shall have thirty (30) days after its receipt essence of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term time periods set forth in this Lease shall include such Renewal TermAddendum Section 3.

Renewal Option. Landlord hereby grants The Renewal Option set forth in Section 6 of the First Amendment shall apply on the terms and conditions set forth therein, except that (i) Tenant shall be entitled to Tenant two (2), ) consecutive options of five (5) year options years each to extend this Lease renew the Term (each a “Renewal Term”). Tenant must exercise each option to extend not later than twelve (12) months prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements Initial Renewal Notice with respect to the Premises; and first Renewal Term must be delivered, if at all, no later than December 31, 2018 and no earlier than October 1, 2018, (iii) the transaction takes into consideration Initial Renewal Notice with respect to the Additional Rent second Renewal Term must be delivered, if at all, no later than December 31, 2023 and no earlier than October 1, 2023, (iv) the first Renewal Term shall be one (1) additional period of five (5) years commencing on January 1, 2020 and ending on December 31, 2024, (v) the second Renewal Term shall be one (1) additional period of five (5) years commencing on January 1, 2025 and ending on December 31, 2029, and (vi) the last sentence of Section 6.03 shall be deleted and the following shall be substituted: “Notwithstanding the foregoing, if Landlord and Tenant are unable to be paid by agree upon the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV Prevailing Market rate for the Premises within sixty (60) 30 days after the date that Tenant exercises a Renewal Term. In provides Landlord with the event that Tenant disputes Rejection Notice, the amount claimed by Landlord as Fair Prevailing Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have rate for the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process Premises shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for established by appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser accordance with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisalsExhibit A attached hereto. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser”. In addition to the event that foregoing, Tenant exercises may, at the time Tenant delivers its option Renewal Notice for the first either Renewal Term, notify Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide that Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election intends to exercise the first Renewal Term (Option respect to only a portion of the Premises then leased by Tenant; provided that if the portion of the Premises being renewed by Tenant results in Tenant leasing less than 3,000 square feet in any suite in Building 9, Tenant shall be responsible, at Tenant’s sole cost and if Tenant fails to give such noticeexpense, the new measurements shall govern for the Renewal Term). To costs of all construction Landlord determines necessary, in Landlord’s sole discretion, to properly demise the extent portion of the Premises located in Building 9 being renewed by Tenant, and provided that Tenant exercises a Renewal Term, the definition portion of Term in this Lease shall the Premises being renewed must include such Renewal Termall of Building 6.

Renewal Option. Landlord hereby grants to (a) Provided that (i) no material adverse change has occurred in Tenant’s financial condition, (ii) this Lease is in full force and effect, and (iii) no Event of Default shall exist under this Lease, either on the date Tenant two exercises its Renewal Option (2as hereinafter defined) or as of the effective date of the Renewal Term (as hereinafter defined), or would exist but for the pendency of any cure periods provided under Section 22(a) herein; Tenant shall have the option to extend the Term of this Lease with respect to the entire Demised Premises for one (1) additional period (the “Renewal Option”) of five (5) year options to extend this Lease years (each a the “Renewal Term”). Tenant must exercise each The Renewal Option shall be subject to all of the terms and conditions contained in this Lease except that (i) the Renewal Rent (as hereinafter defined) shall be at the then prevailing Market Rate (as defined below) on the commencement date of the Renewal Term; (ii) Landlord shall have no obligation to improve the Demised Premises or provide any improvement allowance; and (iii) there shall be no further option to extend not the Term beyond the Renewal Term. (b) Tenant shall send Landlord a preliminary expression of Tenant’s willingness to renew this Lease no earlier than two hundred seventy (270) days or later than twelve one hundred eighty (12180) months days prior to the expiration of the initial term or extended term hereof by notice in writing to Landlord. All terms and provisions Primary Term of this Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) of fair market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions and other incentives being offered in the market at the time and upon all of the other business terms of this Lease assuming the following: (i) the landlord and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal TermNotice”). In the event that Tenant disputes timely provides Landlord with Tenant's Renewal Notice, Landlord shall notify Tenant (“Landlord's Response”), on or before one hundred fifty (150) days prior to the amount claimed expiration of the Primary Term of this Lease of the Renewal Rent to be payable by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreementTenant during the Renewal Term. Upon receipt of Landlord’s Response, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall thereafter have the right, within exercisable by written notice to Landlord on or before thirty (30) days after Landlord’s delivery of Landlord’s Response to reject Landlord’s Response, in which event this Section 31 shall be null and void in all respects and Tenant shall vacate and surrender the date Demised Premises to Landlord in accordance with this Lease upon expiration of Tenantthe Primary Term. In the event Tenant fails to reject Landlord’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term Response on or before the expiration of such thirty (30) -day period (failing whichperiod, the existing RSF for the Premises and Building then it shall remain in place be conclusively deemed that Tenant shall have irrevocably exercised its Renewal Option under this Section 31 for the Renewal Term)Rent stated in Landlord’s Response. If Tenant reasonably determines that In the event any date referenced in this Section 31(b) falls on a day other than a business day, such new measurement is in excess of date shall be deemed to be the actual RSF, it shall have thirty next following business day. (30c) days after its receipt of same to revoke its election to exercise the first The Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern Rent for the Renewal Term)Term shall be an amount equal to the prevailing Market Rate. To As used herein “Market Rate” shall mean the then prevailing market rate for triple net base rent (and with charges for parking, which parking charges shall be in addition to Base Rent) for tenants of comparable quality for renewal leases in buildings of comparable size, age, use, location and quality in the Memphis, Tennessee market area, taking into consideration the extent that Tenant exercises a Renewal Term, of the definition availability of Term space as large as the Demised Premises in this Lease shall include the marketplace and all other economic terms then customarily prevailing in such Renewal Termrenewal leases in said marketplace.

Renewal Option. Landlord hereby grants (a) Tenant shall have the right to Tenant two extend the Term (2), the “Renewal Option”) for one period of five (5) year options to extend this Lease years commencing on the day following the Expiration Date and ending the fifth anniversary of the Expiration Date (each a such period, the “Renewal Term”), hi the event that the Term shall be extended by Tenant’s exercise of the Renewal Option the period comprising the Renewal Term shall constitute a portion of the Term for all purposes of this Lease. The Renewal Option must be exercised, if at all, by written notice by Tenant must exercise each option to extend Landlord (the “Renewal Notice”) not later than twelve nine (129) months prior to the expiration Expiration Date. Notwithstanding the foregoing, the Renewal Option shall be null and void and Tenant shall have no right to extend the Term if on the date Tenant exercises the Renewal Option or on the date immediately preceding the commencement date of the initial term Renewal Term: (a) an Event of Default has occurred and is then continuing; or extended term hereof by notice (b) Tenant shall not be creditworthy in writing to the judgment of Landlord. All During the Renewal Term all of the terms and provisions conditions set forth in this Lease applicable to the Building during the Term shall apply except that the Fixed Rent payable by Tenant for the Building during the Renewal Term shall be the then Fair Market Rent (as hereinafter defined). (b) For purposes of this Lease Article 38, the term “Fair Market Rent” shall be applicable mean a sum equal to each extended term except Base Rent which shall be ninety-ninety five percent (95%) of fair the rental rate for comparable space under primary lease (and not sublease), situated in first-class, reputable, established office buildings of comparable size, quality and location to the Building in the Market Area, engaged in then- prevailing customary rental market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease practices with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable market rent concessions and other incentives being offered tenant inducements (described in the market at the time and upon all of the other business terms of this Lease assuming the following: (iaggregate or a dollar per square foot basis) the landlord and then being given to tenants, including without limitation, rental abatement concessions, tenant are well informed and well advised and each is acting in what it considers improvements or allowances provided or to be its own best interests; (ii) the rental value provided, customary third party leasing brokerage commissions for comparable transactions, and any other monetary and nonmonetary concessions, if any, being granted to tenants in connection with such comparable space and which rent shall also reflect the condition of the Premises and all residual value appropriate adjustments in light of any improvements difference between the Building and those buildings comparable to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience Building located in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the partiesArea. Landlord and Tenant shall each pay for endeavor to mutually agree upon the fees and disbursements of any appraiser appointed by it and shall share equally in Fair Market Rent within the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty forty-five (3045) days after the date day period commencing on Landlord’s receipt of Tenant’s renewal election notice, exercise of the Renewal Option. If Landlord and Tenant are unable to have agree upon the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of Fair Market Rent within such thirty forty-five (3045) day period period, then the Fair Market Rent shall be established by appraisal in accordance with the procedure set forth in paragraph (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30c) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termbelow.

Renewal Option. Landlord hereby grants (a) Tenant shall have the right to Tenant two extend the Term (2), the “Renewal Option”) for one period of five (5) year options to extend this Lease years commencing on the day following the Expiration Date and ending the fifth anniversary of the Expiration Date (each a such period, the “Renewal Term”). In the event that the Term shall be extended by Tenant’s exercise of the Renewal Option the period comprising the Renewal Term shall constitute a portion of the Term for all purposes of this Lease. The Renewal Option must be exercised, if at all, by written notice by Tenant must exercise each option to extend Landlord (the “Renewal Notice”) not later than twelve nine (129) months prior to the expiration Expiration Date. Notwithstanding the foregoing, the Renewal Option shall be null and void and Tenant shall have no right to extend the Term if on the date Tenant exercises the Renewal Option or on the date immediately preceding the commencement date of the initial term Renewal Term: (a) an Event of Default has occurred and is then continuing; or extended term hereof by notice (b) Tenant shall not be creditworthy in writing to the judgment of Landlord. All During the Renewal Term all of the terms and provisions conditions set forth in this Lease applicable to the Building during the Term shall apply except that the Fixed Rent payable by Tenant for the Building during the Renewal Term shall be the then Fair Market Rent (as hereinafter defined). (b) For purposes of this Lease Article 38, the term “Fair Market Rent” shall be applicable mean a sum equal to each extended term except Base Rent which shall be ninety-ninety five percent (95%) of fair the rental rate for comparable space under primary lease (and not sublease), situated in first-class, reputable, established office buildings of comparable size, quality and location to the Building in the Market Area, engaged in then-prevailing customary rental market value (“FMV” or “Fair Market Value”) on the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord and a tenant executing a lease practices with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable market rent concessions and other incentives being offered tenant inducements (described in the market at the time and upon all of the other business terms of this Lease assuming the following: (iaggregate or a dollar per square foot basis) the landlord and then being given to tenants, including without limitation, rental abatement concessions, tenant are well informed and well advised and each is acting in what it considers improvements or allowances provided or to be its own best interests; (ii) the rental value provided, customary third party leasing brokerage commissions for comparable transactions, and any other monetary and nonmonetary concessions, if any, being granted to tenants in connection with such comparable space and which rent shall also reflect the condition of the Premises and all residual value appropriate adjustments in light of any improvements difference between the Building and those buildings comparable to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience Building located in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers in accordance with the following procedure. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination of the Fair Market Value, supported by the reasons therefore, with counterpart copies to each party. The appraisers shall arrange for a simultaneous exchange of such proposed determinations. The Fair Market Value shall be the average of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the partiesArea. Landlord and Tenant shall each pay for endeavor to mutually agree upon the fees and disbursements of any appraiser appointed by it and shall share equally in Fair Market Rent within the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty forty-five (3045) days after the date day period commencing on Landlord’s receipt of Tenant’s renewal election notice, exercise of the Renewal Option. If Landlord and Tenant are unable to have agree upon the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of Fair Market Rent within such thirty forty-five (3045) day period period, then the Fair Market Rent shall be established by appraisal in accordance with the procedure set forth in paragraph (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is in excess of the actual RSF, it shall have thirty (30c) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termbelow.

Renewal Option. Landlord hereby grants to Provided Tenant two is not in default beyond applicable cure period or any term or provision contained in this Lease at the time of Tenant’s delivery of a notice of exercise of its Renewal Option (2as defined below), five Tenant or an Affiliate (5as that term is defined in Section 14.7 of the Existing Lease) year options to extend this Lease (each a but not any other assignee or sublessee) shall have the right and option (the “Renewal TermOption”). Tenant must exercise each option ) to extend not renew the Lease for the entire Building, by written notice delivered to Landlord no later than twelve nine (129) months prior to the expiration of the initial Lease Term for an additional term or extended (the “Renewal Term”) of Three (3) Years under the same terms, conditions and covenants contained in the Lease, except that (a) the Monthly Base Rent shall be equal to 95% of the Fair Market Rental Value. The term hereof by notice “Fair Market Rental Value” shall be determined in writing to Landlordaccordance with Sections 2.2.2, 2.2.4, and 2.2.5 of the Existing Lease. All terms and provisions To the extent not inconsistent with this Section 7, Section 2.2.3 of this the Existing Lease shall be applicable to each extended term except Base Rent which shall be ninety-five percent (95%) the Renewal Option. The first sentence of fair market value (“FMV” or “Fair Market Value”) on Section 2.2.1 and the date such extension shall begin. For purposes hereof, the “FMV” or “Fair Market Value” first sentence of Section 2.2.2 of the Premises shall mean the fair rental value thereof that would be agreed upon between a landlord Existing Lease are hereby deleted and a tenant executing a lease with respect to comparable space in a comparable building located in Lawrence, Massachusetts for a comparable term, with comparable concessions of no further force and other incentives being offered in the market at the time and upon all effect. Upon exercise of the other business terms of this Lease assuming the following: (i) the landlord Renewal Option by Tenant and tenant are well informed and well advised and each is acting in what it considers to be its own best interests; (ii) the rental value shall reflect the condition of the Premises and all residual value of any improvements subject to the Premises; and (iii) the transaction takes into consideration the Additional Rent to be paid by the Tenant and all applicable brokerage commissions. Landlord shall provide Tenant with its determination of FMV within sixty (60) days after the date that Tenant exercises a Renewal Term. In the event that Tenant disputes the amount claimed by Landlord as Fair Market Value pursuant to this Section 34 and such dispute cannot be resolved by mutual agreement, Tenant shall have the right to submit the dispute to the appraisal process hereinafter conditions set forth. The amount of Fair Market Value determined pursuant to such appraisal process shall be final and binding between the parties. The appraisal process shall be conducted as follows: (a) Tenant shall make demand for appraisal in writing within thirty (30) business days after service of Landlord’s determination of Fair Market Value given under this Section 34 specifying therein the name and address of the person to act as the appraiser on Tenant’s behalf. The appraiser shall be a real estate appraiser with at least ten years’ experience in the field and a qualified member of the American Institute of Real Estate Appraisers, or any successor of such Institute (or if such organization or successor shall not longer be in existence, a recognized national association or institute of land appraisers) familiar with the fair market rent of comparable space to the Premises in Lawrence, Massachusetts. Failure on the part of Tenant to make a timely and proper demand for such appraisal shall constitute a waiver of the right thereto. Within ten (10) business days after the service of the demand for appraisal, Landlord shall give notice to Tenant, specifying the name and address of the person designated by Landlord to act as appraiser on its behalf who shall be similarly qualified. If Landlord fails to notify Tenant of the appointment of its appraiser within or by the time above specified, Landlord’s failure to do so shall constitute a waiver of the right thereto and Tenant’s appraiser shall determine the Fair Market Value. (b) In the event that two appraisers are chosen pursuant to paragraph (a) forth herein above, the appraisers so chosen shall meet within ten (10) business days after the second appraiser is appointed and, if within ten (10) business days after such first meeting the two appraisers shall be unable to agree upon a determination of Fair Market Value, they shall appoint a third appraiser, who shall be a competent and impartial person with the same minimum qualifications and experience as is required of the first two appraisers. The three appraisers shall decide the dispute, if it has not previously been resolved, by following the procedure set forth below: Where the issue cannot be resolved by agreement of the two appraisers selected by Landlord and Tenant or settlement between shall enter into a written agreement modifying and supplementing the parties during the course of the appraisal process, the issue shall be resolved by the three appraisers Lease in accordance with the following procedureprovisions hereof. Within twenty (20) days after the third appraiser has been selected, each appraiser shall state in writing such appraiser’s determination Any termination of the Fair Market Value, supported by Lease during the reasons therefore, with counterpart copies to each partyinitial Lease Term shall terminate all renewal rights hereunder. The appraisers renewal rights of Tenant hereunder (or any Affiliate) shall arrange for a simultaneous exchange not be severable from the Lease, nor may such rights be assigned, subleased or otherwise conveyed in connection with any permitted sublease or assignment of Lease. Landlord’s consent to any assignment of the lease shall not be construed as allowing an assignment of such proposed determinationsrights to any assignee or sublease. The Fair Market Value shall be Tenant acknowledges that the average Option Rights outlined in Section 2.2 of the three appraisals. (c) All such determinations of Fair Market Value shall be final and binding upon the parties. Landlord and Tenant shall each pay for the fees and disbursements of any appraiser appointed by it and shall share equally in the fees and expenses of any third appraiser. In the event that Tenant exercises its option for the first Renewal Term, Landlord shall have the right, within thirty (30) days after the date of Tenant’s renewal election notice, to have the Premises and the Building remeasured by its architect based on the then current BOMA standards. Landlord shall provide Tenant Existing Lease are hereby replaced with its calculation of RSF for the Premises and Building for the entire Renewal Term on or before the expiration of such thirty (30) day period (failing which, the existing RSF for the Premises and Building shall remain in place for the Renewal Term). If Tenant reasonably determines that such new measurement is Option above and are void and no longer in excess of the actual RSF, it shall have thirty (30) days after its receipt of same to revoke its election to exercise the first Renewal Term (and if Tenant fails to give such notice, the new measurements shall govern for the Renewal Term). To the extent that Tenant exercises a Renewal Term, the definition of Term in this Lease shall include such Renewal Termaffect.